Lumina Gold closes financing and issues C $ 24 million in equity
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VANCOUVER, BC, October 6, 2021 / CNW / – Lumina Gold Corp. (TSXV: LUM) (the “Company” or “Lumina”) is pleased to announce the closing of its previously announced private placement financing (see the Company’s press release dated September 13, 2021) to raise an aggregate of about CAN $ 19.0 million (the “Offer”). In total, 16,179,500 ordinary shares (the “Shares”) were sold at a price of CA $ 0.60 per Share (the “Offer Price”) under the traded portion of the Offer, and an additional 15,468,111 Shares were sold at the Offer Price under the Non-Broker portion of the Offer. The brokerage portion of the offering was effected through a syndicate of agents (the “Agents”) led by Haywood Securities Inc. and Raymond James Ltd., and comprising BMO Capital Markets and RBC Markets of Capital.
The Company simultaneously converted CA $ 5.2 million its existing credit facility (the “Facility”) with Ross beaty into Shares at the Offer Price (the “Debt Conversion”). This conversion takes Ross beaty from a 19.79% stake to a 19.98% stake. The outstanding principal and interest remaining on the facility is approximately CA $ 0.7 million. The Company expects to submit for the approval of disinterested shareholders at its annual general and extraordinary meeting of shareholders scheduled for 23 November 2021 for the creation of a “controlling person” (as defined in the policies of the TSX Venture Exchange). If this approval, as well as the approval of the TSX Venture Exchange is obtained, Ross beaty plans to convert the remainder of the principal and unpaid interest of the facility into shares and may acquire additional shares of the company.
Ross beaty commented : “I am happy to increase my stake in the company and will continue to fully support Lumina Gold. Cangrejos is a world class gold deposit with huge scale and long mine life. Additional drilling and a pre-feasibility study will improve the project and go one step further to become a mine. “
The Company expects to use the net proceeds of the Offering for infill drilling, extension drilling and pre-feasibility work at its Cangrejos project and for general corporate purposes. Planned drilling is expected to begin in November and last for approximately nine months, with a pre-feasibility study to be completed thereafter.
The Shares issued under the Offer and the Debt Conversion will be subject to a legal holding period in Canada four months and one day following the closing date. As part of the negotiated portion of the offering, the Agents received a fee of CA $ 582,462. As part of the non-middleman portion of the placement, finder’s fees of 6% were paid on the proceeds of certain underwriters of Trimark Capital.
Certain related parties of the Company participated in the placement and debt conversion. The placement and the debt conversion are considered a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 (“MI 61-101”). The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of NI 61-101 (and Policy 5.9), as the fair market value of Shares issued to such persons does not exceed 25%. of the Company’s market capitalization.
The Company has not filed a material change report more than 21 days before the scheduled closing of the Offer, as the details of the Offer and the participation in it of the related parties of the Company have not been settled. shortly before closing and the Company wanted to close on an expedited basis for sound business reasons and within a timeframe consistent with normal market practice for transactions of this nature.
The securities offered under the Offer have not been and will not be registered under the US Securities Act of 1933, as amended (the “US Securities Act”), or any applicable securities law. ” a U.S. state, and may not be offered or sold in United States lack of registration under the US Securities Act and applicable US state securities laws or compliance with exemption requirements thereof. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in United States, nor will there be any sale of such securities in any jurisdiction in which such offering, solicitation or sale would be illegal.
About Lumina Gold
Lumina Gold Corp. (TSXV: LUM) is a Vancouver, Canada precious and base metals exploration and development company based on the Cangrejos gold and copper project, Ecuador largest primary gold deposit located in the province of El Oro, in the southwest Ecuador. Lumina has an experienced management team with a successful track record in advancing and monetizing exploration projects.
Further details are available on the Company’s website at https://luminagold.com/
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LUMINA GOLD CORP.
Sign: “Marshall Koval”
Marshal Koval, President and CEO, Director
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Caution regarding forward-looking information
Certain statements and information contained in this document, including all statements that are not historical facts, contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. These forward-looking statements or information include, without limitation, statements or information concerning: the use of the proceeds of the offering, the submission for the approval of disinterested shareholders at the next annual general and extraordinary meeting of the Company the creation of a new “Person Control”, the conversion of the remaining amount of the Facility into Shares by Ross beaty, and disinterested shareholder approval and TSX Venture Exchange approval of such a conversion, the progress and timing of a pre-feasibility study for the Cangrejos project and the proposed schedule for drilling. Often, but not always, forward-looking statements or information can be identified by the use of words such as “will” or variations of that word and phrases or statements indicating that certain actions, events or results “will”, “could”. Or are “intended” to be taken, to occur or to be reached.
With respect to the forward-looking statements and the information contained in this document, the Company has made numerous assumptions, including assumptions about general business and economic conditions, gold and copper prices and expected costs and expenses. . The foregoing list of assumptions is not exhaustive.
Although the management of the Company believes that the assumptions made and the expectations represented by such statements or information are reasonable, there can be no assurance that any forward-looking statement or information contained herein will prove to be correct. Forward-looking statements and information, by their nature, are based on assumptions and involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or industry results, are materially different from future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: risks associated with the business of the Company; business and economic conditions in the mining industry in general; supply and demand for labor and other project inputs; changes in commodity prices; changes in interest rates and exchange rates; risks associated with inaccurate geological and technical assumptions (including with respect to tonnage, grade and recoverability of reserves and resources); risks associated with unforeseen operational difficulties (including failure of equipment or processes to perform to specifications or expectations, escalating costs, unavailability of materials and equipment, government action or delays in receiving government approvals, industrial disruption or other actions at work, and unforeseen events related to health, safety and the environment); the risks associated with bad weather; political risk and social unrest; changes in general economic or financial market conditions; and other risk factors as detailed from time to time in the Company’s continuous disclosure documents filed with Canadian securities regulators. The Company does not undertake to update forward-looking information, except in accordance with applicable securities laws.
SOURCE Lumina Gold Corp.
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