Lumina Gold Corp. (TSX-V: LUM) is pleased to announce the closing of its previously announced private placement financing (refer to the Company’s press release dated September 13, 2021) to raise an aggregate of approximately C$19.0 million. A total of 16,179,500 common shares were sold at a price of C$0.60 per Share under the brokered portion of the Offering, and an additional 15,468,111 Shares were sold at the Offering Price under the non-brokered portion of the Offering. The brokered portion of the Offering was completed through a syndicate of agents led by Haywood Securities Inc. and Raymond James Ltd., and including BMO Capital Markets, and RBC Capital Markets.
The Company concurrently converted C$5.2M of its existing credit facility with Ross Beaty into Shares at the Offering Price. This conversion takes Ross Beaty from a 19.79% ownership stake to a 19.98% ownership stake. The outstanding principal and interest remaining on the Facility is approximately C$0.7M. The Company plans to submit for approval from disinterested shareholders at its annual general and special meeting of shareholders scheduled for November 23, 2021 for the creation of a “control person” (as defined in the policies of the TSX Venture Exchange). If this approval, along with the approval of the TSX Venture Exchange is obtained, Ross Beaty plans to convert the remaining outstanding principal and interest on the Facility into Shares and may acquire additional shares in the Company.
Ross Beaty commented: “I am happy to increase my ownership position in the Company and will continue to fully support Lumina Gold. Cangrejos is a world class gold deposit with tremendous scale and a long mine life. Additional drilling and a Pre-Feasibility study will enhance the project and take it one step closer to becoming a mine.”
The Company plans to use the net proceeds from the Offering for infill drilling, step-out drilling and Pre-Feasibility work at its Cangrejos project and for general corporate purposes. Planned drilling should start in November and take approximately nine months, with a Pre-feasibility study to be completed thereafter.
The Shares issued in the Offering and the Debt Conversion will be subject to a statutory hold period in Canada of four months and one day following the closing date. In connection with the brokered portion of the Offering, the Agents received compensation of C$582,462. In connection with the non-brokered portion of the Offering, finders’ fees of 6% were paid on the proceeds from certain subscribers to Trimark Capital.
Certain related parties of the Company participated in the Offering and the Debt Conversion. The Offering and the Debt Conversion are considered to be a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101. The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 (and Policy 5.9) as the fair market value of the Shares issued to such persons does not exceed 25% of the Company’s market capitalization.
The Company did not file a material change report more than 21 days before the expected closing of the Offering as the details of the Offering and the participation therein by related parties of the Company were not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons and in a timeframe consistent with usual market practices for transactions of this nature.
The securities offered pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and may not be offered or sold in the United States absent registration under the U.S. Securities Act and applicable U.S. state securities laws or compliance with the requirements on an exemption therefrom. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Lumina Gold
Lumina Gold Corp. is a Vancouver, Canada based precious and base metals exploration and development company focused on the Cangrejos Gold-Copper Project, Ecuador’s largest primary gold deposit located in El Oro Province, southwest Ecuador. Lumina has an experienced management team with a successful track record of advancing and monetizing exploration projects.
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We acknowledge the [financial] support of the Government of Canada.