West Red Lake Gold Mines Ltd. (“West Red Lake Gold” or
“WRLG” or the “Company”) (TSXV: WRLG) (OTCQB: WRLGF) is
pleased to announce that it has closed its previously announced
public offering (the “
Offering”) of 41,666,800
units of the Company (the “
Units”) at a price of
C$0.69 per Unit, for aggregate gross proceeds to the Company of
C$28,750,092, including the full exercise of the over-allotment
option. The Offering was led by Raymond James Ltd., as sole
underwriter and bookrunner (the “
Underwriter”).
Each Unit is comprised of one common share of
the Company (a “Common Share”) and one Common
Share purchase warrant, (a “Warrant”). Each
Warrant entitles the holder thereof to acquire one Common Share for
an exercise price of C$0.90 per share for 36 months from the
closing of the Offering.
The net proceeds of the Offering are expected to
be used to continue to advance the development of a restart plan
for the Madsen Gold Mine as well as for working capital and general
corporate purposes.
In connection with the Offering, the Company
filed a prospectus supplement (the “Supplement”)
dated October 21, 2024, to the Company’s short form base shelf
prospectus dated April 30, 2024 (the “Shelf
Prospectus”), with the securities regulatory authorities
in each of the provinces of Canada (except Quebec). Copies of the
Shelf Prospectus and the Supplement can be found on SEDAR+ at
www.sedarplus.ca. An electronic or paper copy of the shelf
prospectus supplement, the corresponding base shelf prospectus and
any amendment to the documents may be obtained, without charge,
from the Company at Suite 3123 – 595 Burrard Street, Vancouver,
British Columbia, V6X 1J1 or by email at
investors@westredlakegold.com.
The Company anticipates that 41,666,800 Warrants
(being the aggregate number of Warrants issued pursuant to the
Offering) will be listed and commence trading on the TSX Venture
Exchange (the “TSXV”) on or around Monday, October
28, 2024 under the symbol WRLG.WT.B. The ISIN and CUSIP numbers of
the Warrants are CA95556L1682 and 95556L168, respectively. The
Warrants are governed pursuant to the terms of a warrant indenture
dated October 24, 2024 between the Company and Odyssey Trust
Company, as warrant agent (the “Warrant
Indenture”). A copy of the Warrant Indenture is available
under the Company’s profile on SEDAR+ www.sedarplus.ca. Listing of
the Warrants remains subject to TSXV approval.
Pursuant to the Offering, certain management and
insiders acquired 104,400 Units in total. Their participation is
considered to be a “related party transaction” as defined under
Multilateral Instrument 61-101 – Protection of Minority
Security Holders in Special Transactions (“MI 61-
101”). The transaction is exempt from the formal valuation
and minority shareholder approval requirements of MI 61-101 by
virtue of the exemptions contained in Section 5.5(a) and Section
5.7(1)(a) of MI 61-101 as neither the fair market value of the
securities to be distributed in the Offering nor the consideration
to be received for those securities, in so far as the Offering
involves the insiders, exceeds 25% of the Company's market
capitalization. The Company did not file a material change report
in respect of the related party transaction at least 21 days before
the closing of this Offering, as the Company was not aware of the
level of insider participation in the Offering at such time.
The securities have not been, and will not be,
registered under the United States 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 without registration under the U.S. Securities Act and all
applicable state securities laws or compliance with the
requirements of an applicable exemption therefrom. This press
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 West Red Lake Gold Mines
West Red Lake Gold Mines Ltd. is a mineral
exploration company that is publicly traded and focused on
advancing and developing its flagship Madsen Gold Mine and the
associated 47 km2 highly prospective land package in the Red Lake
district of Ontario. The highly productive Red Lake Gold District
of Northwest Ontario, Canada has yielded over 30 million ounces of
gold from high-grade zones and hosts some of the world’s richest
gold deposits. WRLG also holds the wholly owned Rowan Property in
Red Lake, with an expansive property position covering 31 km2
including three past producing gold mines – Rowan, Mount Jamie, and
Red Summit.
ON BEHALF OF WEST RED LAKE GOLD MINES LTD.
“Shane Williams”
Shane WilliamsPresident & Chief Executive Officer
FOR FURTHER INFORMATION, PLEASE CONTACT:
Freddie Leigh
Tel: (604) 609-6132
Email: investors@westredlakegold.com or visit the
Company’s website at https://www.westredlakegold.com
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 release.
Forward looking information
Certain statements contained in this news
release may constitute “forward-looking information” within the
meaning of applicable securities laws, including statement relating
to the expected use of proceeds from the Offering. Forward-looking
information generally can be identified by words such as
“anticipate”, “expect”, “estimate”, “forecast”, “planned”, and
similar expressions suggesting future outcomes or events.
Forward-looking information is based on current expectations of
management; however, it is subject to known and unknown risks,
uncertainties and other factors that may cause actual results to
differ materially from the forward-looking information in this news
release and include without limitation, statements relating to the
use of proceeds from the Offering, statements relating to the
listing of the Warrants and TSXV approval. Readers are cautioned
not to place undue reliance on forward-looking information.
Forward-looking information involve numerous
risks and uncertainties and actual results might differ materially
from results suggested in any forward-looking information. These
risks and uncertainties include, among other things, market
volatility; the state of the financial markets for the Company’s
securities; fluctuations in commodity prices and changes in the
Company’s business plans. Forward-looking information is based on a
number of key expectations and assumptions, including without
limitation, that the Company will continue with its stated business
objectives and its ability to raise additional capital to proceed.
Although management of the Company has attempted to identify
important factors that could cause actual results to differ
materially from those contained in forward-looking information,
there may be other factors that cause results not to be as
anticipated, estimated or intended. There can be no assurance that
such forward-looking information will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such forward-looking information. Accordingly,
readers should not place undue reliance on forward-looking
information. Readers are cautioned that reliance on such
information may not be appropriate for other purposes. Additional
information about risks and uncertainties is contained in the
Company’s management’s discussion and analysis for the year ended
November 30, 2023, and the Company’s annual information form for
the year ended November 30, 2023, copies of which are available on
SEDAR+ at www.sedarplus.ca.
The forward-looking information contained herein
is expressly qualified in its entirety by this cautionary
statement. Forward-looking information reflects management’s
current beliefs and is based on information currently available to
the Company. The forward-looking information is made as of the date
of this news release and the Company assumes no obligation to
update or revise such information to reflect new events or
circumstances, except as may be required by applicable law.
For more information on the Company, investors
should review the Company’s continuous disclosure filings that are
available on SEDAR+ at www.sedarplus.ca.
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