April 2, 2020

$180,000 PRIVATE  PLACEMENT OF 6,000,000  UNITS @ $0.03/UNIT

Term Sheet

Issuer:                   Belmont Resources Inc. (“BEA” or the “Company”)

Offering:               Each Unit will consist of one (1)  Common Share at $0.03/share ,  and one  (1) transferable Common Share Purchase Warrant.  The  Units comprising  the Common Share and the Common Share Purchase  Warrants issued will be subject to a four (4) month hold period commencing on the Closing date

Issue Price:           $0.03 per Unit                                  

Offering Size:       Up to $180,000 or 6,000,000 Units

Common Share Purchase Warrant:

The Warrants are exercisable for a period of two (2) years, as follows:

  • One Warrant will entitle the holder to purchase one common share (a “Warrant Share”) at a price of $0.05 per share for a period of 24 months from the closing date. ‘Closing date’ defined as date of TSX Venture Exchange approval of the private placement or first and/or additional tranches of the private placement.

Use of Proceeds:  The gross proceeds of the financing shall be used to complete exploration expenditures on the Company’s Greenwood Gold Camp Properties, B.C.,

  as required and Working Capital (see March 31, 2020 news release)

Listing:                  The Common Shares are listed on the TSX Venture Exchange under the  symbol BEA. The Company is a reporting issuer in British Columbia and Alberta.  The shares also trade on the Frankfurt Exchanges- symbol L3L2

Expenses:             The Company will pay all reasonable expenses and fees incurred in connection with the Offering, subject to prior approval.

Conditions:           Execution and delivery of standard documentation including a  Finder’s Fee agreement and Subscription agreements containing normal representations and warranties, covenants, indemnities, and other provisions and compliance with all applicable legal and regulatory requirements.

Closing Date:        May 15, 2020

Agents:                 The Agents will be paid a cash fee equal to 8.0% in cash of the gross proceeds raised in the Offering.   The approved  Agents will also receive a Warrant equal to 8.0% of the total number of Common Shares/Units subscribed for—each Warrant  certificate entitles the Agent to purchase an equal amount of  Common Shares under the same terms as the Common Share  Purchase Warrants; or

The Financing, terms, and finder’s fees will be subject to TSX Venture Exchange acceptance.

Request Subscription Agreement

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