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JDL Gold and Luna Gold Announce Closing of the Second and Final Tranche of the Non-Brokered Private Placement FinancingDownload PDF
Luna Gold Corp. (TSX: LGC) (“Luna Gold”) and JDL Gold Corp. (TSX-V: JDL) (“JDL”) are pleased to announce that further to their news releases dated February 1, February 14, February 27 and March 2, 2017, JDL has closed the second and final tranche of the non-brokered private placement financing of subscription receipts, subject to final approval of the TSX Venture Exchange (the “TSX-V”).
The second and final tranche of the non-brokered private placement financing consists of 1,570,500 subscription receipts (“Subscription Receipts”) issued at a price of C$2.00 per Subscription Receipt, for gross proceeds of C$3,141,000. In the aggregate, the first and second tranches of the non-brokered private placement financing, together with the previously-announced bought deal private placement financing, comprise 41,709,586 Subscription Receipts for gross proceeds of C$83,419,172.
Each Subscription Receipt entitles the holder to receive automatically upon satisfaction of certain escrow release conditions, including closing of the Transaction (as defined below), without any further action on the part of the holder and without payment of additional consideration, one JDL common share (a “Common Share”) and one JDL listed common share purchase warrant (a “Warrant”). Each Warrant will entitle the holder to acquire one Common Share at an exercise price of C$3.00 with an expiry date of October 6, 2021. The Common Shares and Warrants issued upon conversion of the Subscription Receipts may be traded by the holders through the facilities of the TSX-V and will not be subject to a statutory hold period.
Proceeds of the financings will be used to repay debt, for the exploration and development of the Aurizona gold project and for general corporate and working capital purposes.
The financings are being undertaken in connection with the business combination announced on February 1, 2017, whereby Luna Gold and JDL have entered into plan of arrangement under section 192 of the Canada Business Corporations Act to combine their businesses (the “Transaction”), creating a multi-asset mining company. The combined company intends to change its name to Trek Mining Inc. and expects to trade on the TSX-V under the ticker symbol “TREK”.
The securities offered under the financings have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.
Equinox Gold Contacts
Greg Smith, President and Chief Executive Officer
Rhylin Bailie, Vice President, Investor Relations
CAUTIONARY NOTES AND FORWARD-LOOKING STATEMENTS
Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This document contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively “forward-looking statements”). All statements other than statements of historical fact are forward-looking statements. The use of the words “expectation”, “on track”, “around the end”, “underway”, “awaiting”, “nearing”, “ready”, “enable”, “objective”, “advancing” and similar expressions are intended to identify forward-looking statements. Forward-looking statements contained in this news release include, but are not limited to, statements regarding construction activities underway at Aurizona, anticipated production from the Aurizona Gold Mine and Castle Mountain Gold Mine and the growth potential of the Company. Although the Company believes that the expectations reflected in such forward-looking statements and/or information are reasonable, undue reliance should not be placed on forward-looking statements since the Company can give no assurance that such expectations will prove to be correct. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified in the Company’s periodic filings with Canadian securities regulators, and assumptions made with regard to the Company’s ability to complete construction at Aurizona and achieve production, and the timing to achieve production; the Company’s ability to advance Castle Mountain and achieve production, and the timing to achieve production; the Company’s ability to successfully operate Mesquite; and the Company’s ability to achieve its expected growth and production potential. Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and the Company does not undertake any obligations to publicly update and/or revise any of the included forward-looking statements, whether as a result of additional information, future events and/or otherwise, except as may be required by applicable securities laws.