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OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION
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VANCOUVER, April 3, 2020 /CNW/ - Orla Mining Ltd.
(TSX:OLA) (the "Company" or "Orla") is pleased to announce that it
has closed its previously announced bought deal financing with a
syndicate of underwriters led by Stifel GMP and including
Desjardins Capital Markets, Paradigm Capital and Cormark Securities
Inc. (the "Underwriters"). A total of 36,600,000 common
shares (the "Common Shares") of Orla were fully subscribed and sold
at a price of C$2.05 per Common Share
(the "Offering Price"), for aggregate gross proceeds to the Company
of C$75,030,000 (the "Offering").
The net proceeds from the Offering will be used for the
development and construction activities at the Camino Rojo Oxide
Gold Project, projected payments related to the proposed layback
agreement with Fresnillo Plc, and for general corporate purposes
(as more fully described in the prospectus supplement (the
"Prospectus Supplement") dated March 30,
2020).
The Common Shares were qualified for distribution pursuant to
the Prospectus Supplement and a short form base shelf prospectus
(the "Base Shelf Prospectus") dated March
11, 2019, filed in each of the provinces and territories of
Canada, except Québec, and offered
and sold elsewhere outside of Canada on a private placement basis.
In conjunction with the closing of the Offering, the
Underwriters have given notice to the Company that the
over-allotment option will not be exercised.
Multilateral Instrument 61-101
Newmont Corporation ("Newmont") and Agnico Eagle Mines Limited
("Agnico Eagle") each subscribed for such number of Common Shares
under the Offering so as to maintain their current ownership
positions of approximately 18.4% and 9.4%, respectively.
Messrs. Jason Simpson,
Jean Robitaille, George Albino, Chuck
Jeannes and David Stephens
and Ms. Elizabeth McGregor are
directors or officers of the Company, and Newmont, Agnico Eagle and
Mr. Pierre Lassonde are insiders of
the Company, and subscribed for an aggregate of 16,600,900 Common
Shares. Such participation in the Offering constitutes a related
party transaction for the purposes of Multilateral Instrument
61-101 – Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company is relying on the
exemption from the formal valuation and minority approval
requirements set out in sections 5.5(a) and 5.7(a) of MI 61-101 as
the fair market value insofar as it relates to interested parties
is not more than 25% of Orla's market
capitalization. The Company did not file a material
change report 21 days prior to closing of the Offering as the
participation of insiders of the Company in the Offering had not
been confirmed at that time.
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 the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The securities offered have
not been, nor will they be, registered under the United States
Securities Act of 1933, as amended (the "1933 Act") or any U.S.
state securities laws, and may not be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements of the 1933 Act, as amended, and applicable state
securities laws.
The Prospectus Supplement, Base Shelf Prospectus, and the
documents incorporated by reference therein, are available on the
Company's profile on SEDAR at www.sedar.com.
Update on COVID-19 Pandemic
The Government of Mexico has
followed the pattern of other nations and on April 1, 2020 implemented a 30-day suspension of
all non-essential services until April 30,
2020 in response to the COVID-19 pandemic.
Prior to this suspension, Orla had not yet started construction
mobilization activities and site personnel were already reduced as
a precaution. Nearly all activities are continuing remotely, as
planned, including detailed engineering, procurement, and other
functions that can continue to operate safely with distancing.
Site activities are expected to resume when approved and safe
to do so, including the start of construction as planned early in
the second half of 2020. As a result of this 30-day
suspension, Orla expects a delay relating to the receipt of its
final environmental permit as government agencies also comply with
the suspension. Orla had built contingency in the
construction schedule for "unknown factors" and at this point does
not expect any material impacts to the business.
About Orla Mining Ltd.
Orla is developing the Camino Rojo Oxide Gold Project, an
advanced gold and silver open-pit and heap leach project, located
in Zacatecas State, Central
Mexico. The project is 100% owned by Orla and covers over
160,000 hectares. The technical report entitled "Feasibility Study,
NI 43-101 Technical Report on the Camino Rojo Gold Project —
Municipality of Mazapil, Zacatecas,
Mexico" dated June 25, 2019 is
available on SEDAR under the Company's profile as well as on Orla's
website at www.orlamining.com. Orla also owns 100% of the
Cerro Quema Project located in Panama which includes a near-term gold
production scenario and various exploration targets. The Cerro
Quema Project is a proposed open pit mine and gold heap leach
operation. Please refer to the "Cerro Quema Project -
Pre-feasibility Study on the La Pava and Quemita Oxide Gold
Deposits" dated August 15, 2014,
which is available on SEDAR.
Forward-looking Statements
This news release contains certain "forward-looking
statements" within the meaning of Canadian and United States securities legislation,
including, without limitation, statements with respect to the use
of proceeds from the Offering, the results of exploration and
planned exploration programs, the potential for discovery of
additional mineral resources and the Company's objectives and
strategies. Forward-looking statements are statements that
are not historical facts which address events, results, outcomes or
developments that the Company expects to occur. Forward-looking
statements are based on the beliefs, estimates and opinions of the
Company's management on the date the statements are made and they
involve a number of risks and uncertainties. Certain material
assumptions regarding such forward-looking statements are discussed
in this news release, including without limitation, assumptions
that all approvals of the Offering will be obtained, the Company's
activities will be in accordance with the Company's public
statements and stated goals; that there will be no material adverse
change affecting the Company or its properties; that all required
approvals will be obtained and that there will be no significant
disruptions affecting the Company or its properties. Consequently,
there can be no assurances that such statements will prove to be
accurate and actual results and future events could differ
materially from those anticipated in such statements.
Forward-looking statements involve significant known and unknown
risks and uncertainties, which could cause actual results to differ
materially from those anticipated. These risks include, but are not
limited to: risks related to uncertainties inherent in the
preparation of preliminary economic assessments, drill results and
the estimation of mineral resources; and risks associated with
executing the Company's objectives and strategies, including costs
and expenses. Except as required by the securities disclosure laws
and regulations applicable to the Company, the Company undertakes
no obligation to update these forward-looking statements if
management's beliefs, estimates or opinions, or other factors,
should change.
SOURCE Orla Mining Ltd.