/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION TO UNITED
STATES/
TORONTO, Aug. 20, 2021 /CNW/ - Magna Gold Corp. (TSXV:
MGR) (OTCQB: MGLQF) ("Magna" or the "Company") is
pleased to announce, further to its announcements on May 13, 2021 and August 9,
2021, that the Company has closed the previously-announced
private placement C$10,000,000
convertible debentures (the "Debentures"). Funds managed by
Delbrook Capital Advisors Inc. ("Delbrook") subscribed for
C$10,000,000 aggregate principal
amount of Debentures, for aggregate gross proceeds of C$10,000,000. The Company will pay Delbrook
Capital Advisors Inc. a 1.25% arrangement fee on closing of the
private placement.
The Debentures mature 24 months from the date of issuance (the
"Maturity Date"). The Debentures will initially be unsecured
obligations of the Company and will bear interest at a rate of 8.5%
per annum until the date, on or before September 30, 2021 (or such later date as may be
agreed by the Company and the holders), that the security
contemplated by the Debentures is delivered to the holders.
Following such delivery, if applicable, the Debentures will bear
interest at a rate of 6.5% per annum. The principal amount of the
Debentures is convertible into common shares of the Company at the
election of the holder at any time prior to the close of business
on the last business day immediately preceding the Maturity Date at
a conversion price of C$1.25 per
common share, subject to adjustment in certain events. The interest
on the Debentures is convertible, at the election of the holder and
subject to the approval of the TSXV, into either cash or common
shares of the Company based on the closing price on the day prior
to the issuance of a press release relating to the applicable
interest payment date and will be paid in full, including in the
event of early conversion.
The net proceeds of the Offering are expected to be used by the
Company for mobilization and exploration activities across its
portfolio. In connection with the Offering, Medalist Capital will
receive a finder's fee consisting of 600,000 common shares of the
Company, and 450,000 common share purchase warrants of the
Corporation (the "Finder's Warrants"). The Finder's Warrants
will have a term of 36 months and an exercise price of C$1.25.
The securities issued in connection with the Offering are
subject to a four month plus one day hold period, in accordance
with the rules and policies of the TSX Venture Exchange
("TSXV") and applicable Canadian securities laws. The
Offering is subject to the final approval of the TSXV.
ON BEHALF OF THE BOARD OF DIRECTORS
Arturo Bonillas
President and CEO
About Magna Gold Corp.
Magna is a Mexico focused gold/silver production company
focused on acquiring, exploring, developing and operating quality
precious metals properties in Mexico. It is committed to advancing its 100%
owned flagship San Francisco Mine and other highly prospective
mineral properties located in Sonora and in Chihuahua. The primary strength
of the Company is the team of highly experienced mining
professionals with a proven track record of developing properties
in Mexico from discovery to
production. Magna employs community members and services in its
operations.
Forward-Looking Information
This news
release includes certain "forward-looking statements" which are not
comprised of historical facts. Forward-looking statements include
estimates and statements that describe the Company's future plans,
objectives or goals, including words to the effect that the Company
or management expects a stated condition or result to occur.
Forward-looking statements may be identified by such terms as
"believes", "anticipates", "expects", "estimates", "may", "could",
"would", "will", or "plans". Since forward-looking statements are
based on assumptions and address future events and conditions, by
their very nature they involve inherent risks and uncertainties.
Although these statements are based on information currently
available to the Company, the Company provides no assurance that
actual results will meet management's expectations. Risks,
uncertainties and other factors involved with forward-looking
information could cause actual events, results, performance,
prospects and opportunities to differ materially from those
expressed or implied by such forward-looking information.
Forward-looking information in this news release includes, but is
not limited to, the Company's objectives, goals or future plans,
exploration results, potential mineralization (including estimates
of measured and indicated resources, inferred resources and
probable reserves), exploration and mine development plans,
production (including gold production expectations and guidance and
expectations of becoming a mid-tier producer), processing and
mining expectations (including statements regarding expansion and
advancement of assets) and strip ratio trends and expectations .
Factors that could cause actual results to differ materially from
such forward-looking information include, but are not limited to
failure to identify mineral resources, failure to convert estimated
mineral resources to reserves, the inability to complete a
feasibility study which recommends a production decision, the
preliminary nature of metallurgical test results, delays in
obtaining or failures to obtain required governmental,
environmental or other project approvals, political risks,
uncertainties relating to the availability and costs of financing
needed in the future, changes in equity markets, inflation, changes
in exchange rates, fluctuations in commodity prices, delays in the
development of projects, capital, operating and reclamation costs
varying significantly from estimates and the other risks involved
in the mineral exploration and development industry, risks
related to the effects of COVID-19 on the Company; and those risks
set out in the Company's public documents filed on SEDAR. Although
the Company believes that the assumptions and factors used in
preparing the forward-looking information in this news release are
reasonable, undue reliance should not be placed on such
information, which only applies as of the date of this news
release, and no assurance can be given that such events will occur
in the disclosed time frames or at all. The Company disclaims any
intention or obligation to update or revise any forward-looking
information, whether as a result of new information, future events
or otherwise, other than as required by law.
Readers are cautioned that the foregoing lists of factors are
not exhaustive. Additional information on these and other factors
that could affect operations or financial results of the Company
are included in reports on file with applicable securities
regulatory authorities and may be accessed through the SEDAR
website (www.sedar.com).
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this
release.
The securities being offered have not been, nor will they
be, registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States or to, or for the account or
benefit of, U.S. persons absent registration or an applicable
exemption from the registration requirements. This news release
will not constitute an offer to sell or the solicitation of an
offer to buy nor will there be any sale of the securities in any
State in which such offer, solicitation or sale would be
unlawful.
SOURCE Magna Gold Corp.
