VANCOUVER, BC, July 6, 2022
/CNW/ - Lumina Gold Corp. (TSXV: LUM) (OTCQX:
LMGDF) ("Lumina" or the "Company") is pleased to announce
that it has entered into an agreement with the Company's largest
shareholder, Ross Beaty to establish
a C$10.0 million unsecured credit
facility (the "Facility"). The Facility will provide short-term
financing for remaining drilling costs, Pre-feasibility Study
costs, and general corporate and working capital purposes. The
Facility bears interest of 10.0% per annum and matures on the
earlier of: (i) July 5, 2023, (ii)
two business days after the Company receives aggregate gross
proceeds from one or more equity financings in excess of
C$15.0 million; or (iii) the date of
a change of control of the Company, at which time it must be repaid
in full.
Subject to the acceptance of the TSX Venture Exchange, in
connection with the Facility, the Company intends to grant
3,000,000 common share purchase warrants to Mr. Beaty (the
"Bonus Warrants"). The Bonus Warrants will entitle the holder to
acquire one common share of the Company at a price of C$0.38 at any time during the 24 month
period following the issuance date of the Bonus Warrants. In the
event the loan is repaid prior to July 5,
2023, the term on the Bonus Warrants will be reduced from 24
to 12 months from the date of issuance.
Marshall Koval, President and
CEO, commented: "We are very appreciative of Ross' continued
support to realize the long-term value of the Cangrejos project.
Recent events in global markets and Ecuador have made this an unfavorable time to
seek conventional equity funding and we therefore view this as the
best path to allow Pre-feasibility work to continue unimpeded.
Cangrejos Pre-feasibility site work has continued uninterrupted.
The project is in El Oro province, a jurisdiction with a historic
tradition of mining where the Company and its predecessors have
been operating with a strong social license for decades."
Cangrejos Project Update
As part of the 2021/2022 drill campaign, 29,932 metres of
resource definition drilling and 3,059 metres of geotechnical
drilling have been completed at Cangrejos, with an expected 1,700
metres of resource drilling and 450 metres of geotechnical drilling
remaining. The remaining work is being completed with three rigs on
site and should be complete by August.
Lumina has already begun the planned downsizing of camp staffing
and reducing in-country costs as the drilling program winds down.
The Company is progressing as planned on the key areas of the
Pre-feasibility Study with Ausenco and expects to have results in
Q2 2023.
Additional Disclosure Related to
the Facility
Mr. Beaty is considered a "related party" of the Company, and
the Facility and the grant of the Bonus Warrants constitutes a
"related party transaction" within the meaning of Multilateral
Instrument 61-101 - Take-over Bids and Special Transactions
("MI 61-101"). The Facility and the Bonus Warrants grant are exempt
from the formal valuation and minority approval requirements of MI
61-101 as neither the fair market value of the Facility and the
Bonus Warrants, nor the fair market value of the consideration for
the Facility and the Bonus Warrants, exceeds 25% of the Company's
market capitalization.
To the knowledge of the Company or any director or senior
officer of the Company, after reasonable inquiry, no "prior
valuations" (as defined in MI 61-101) in respect of the Company
that relate to the Facility and the Bonus Warrants, or are relevant
to the Facility and the Bonus Warrants, have been prepared within
24 months preceding the date hereof.
All of the terms and conditions of the Facility and the grant of
the Bonus Warrants were reviewed and unanimously approved by the
board of directors of the Company on July 5,
2022.
Qualified Persons
Leo Hathaway, P.Geo., Senior Vice
President of Lumina and the Qualified Person as defined by National
Instrument 43-101 - Standards of Disclosure for Mineral
Projects for the Cangrejos Project has reviewed, verified and
approved the contents of this news release and has verified the
data underlying the contents of this news release.
About Lumina Gold
Lumina Gold Corp. (TSXV: LUM) is a Vancouver, Canada based precious and base
metals exploration and development company focused on the Cangrejos
Gold-Copper Project located in El Oro Province, southwest
Ecuador. Cangrejos is being
advanced to a Pre-Feasibility Study and is the largest primary gold
deposit in Ecuador. Lumina has an
experienced management team with a successful track record of
advancing and monetizing exploration projects.
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Further details are available on the Company's website at
https://luminagold.com/. To receive future news releases please
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LUMINA GOLD CORP.
Signed: "Marshall Koval"
Marshall Koval, President
& 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 news release.
Cautionary Note Regarding
Forward-Looking Information
Certain statements and information herein, including all
statements that are not historical facts, contain forward-looking
statements and forward-looking information within the meaning of
applicable securities laws. Such forward-looking statements or
information include but are not limited to statements or
information with respect to continuing work on the Pre-feasibility
study, the use of proceeds from the Facility, the Company's ongoing
drill program, the downsizing of camp staffing and reduction of
in-country costs, progressing on key areas of the Pre-Feasibility
study and the timing for receipt of results, and the approval of
the TSX Venture Exchange for the grant of the Bonus Warrants.
Often, but not always, forward-looking statements or information
can be identified by the use of words such as "will" or "projected"
or variations of those words or statements that certain actions,
events or results "will", "could", "are proposed to", "are planned
to", "are expected to" or "are anticipated to" be taken, occur or
be achieved.
With respect to forward-looking statements and information
contained herein, the Company has made numerous assumptions
including among other things, assumptions about general business
and economic conditions, the prices of gold and copper, anticipated
costs and expenditures and TSX Venture Exchange approval of the
grant of the Bonus Warrants. The foregoing list of assumptions is
not exhaustive.
Although 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 a forward-looking statement or information herein will prove
to be accurate. Forward-looking statements and information by their
nature are based on assumptions and involve known and unknown
risks, uncertainties and other factors which may cause the
Company's actual results, performance or achievements, or industry
results, to be materially different from any 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
generally; the supply and demand for labour and other project
inputs; changes in commodity prices; changes in interest and
currency exchange rates; risks relating to inaccurate geological
and engineering assumptions (including with respect to the tonnage,
grade and recoverability of reserves and resources); risks relating
to unanticipated operational difficulties (including failure of
equipment or processes to operate in accordance with specifications
or expectations, cost escalation, unavailability of materials and
equipment, government action or delays in the receipt of government
approvals, industrial disturbances or other job action, and
unanticipated events related to health, safety and environmental
matters); risks relating to adverse weather conditions; political
risk and social unrest; changes in general economic conditions or
conditions in the financial markets; and other risk factors as
detailed from time to time in the Company's continuous disclosure
documents filed with Canadian securities administrators. The
Company does not undertake to update any forward-looking
information, except in accordance with applicable securities
laws.
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SOURCE Lumina Gold Corp.