Auryn and Eastmain Announce a C$22.5 Million Equity Financing
August 31 2020 - 11:29AM
Business Wire
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Auryn Resources Inc. (TSX: AUG, NYSE American: AUG)
(“Auryn” or the “Company”) and Eastmain Resources
Inc. (TSX: ER) (“Eastmain”) are pleased to jointly announce
that Auryn has entered into an agreement with a syndicate of
underwriters co-led by Canaccord Genuity Corp. and Beacon
Securities Limited in connection with a bought deal private
placement financing (the "Bought Deal Offering") of
an aggregate of 7,500,000 subscription receipts of the Company (the
"Subscription Receipts") to raise gross proceeds of
C$22,500,000. The Subscription Receipts will be exchanged for
common shares of Auryn concurrently with completion of the recently
announced transaction whereby Auryn will acquire Eastmain
(“Eastmain Transaction”) after spinning-out Auryn’s Peruvian
operations to Auryn shareholders. The Eastmain Transaction will
create Fury Gold Mines Limited (“Fury Gold”), a leading
developer of Canadian gold projects. It will also result in two
additional new independent companies holding Auryn’s Peruvian
projects. The sale of Subscription Receipts will fulfill a
principal condition of the Eastmain Transaction.
A Message from Ivan Bebek, Executive Chairman & Director
of Auryn:
“We are excited to welcome these investors as new shareholders
of Fury Gold and to position the company with $22.5 million to
carry out its aggressive growth plans through exploration and
development over the next 12 months. With this financing condition
met, we look forward to commencing our planned 50,000 meter drill
program commencing this fall to expand the Eau Claire high-grade
gold deposit, following the closing of the Eastmain
Transaction.”
A Message from Blair Schultz, Interim President & CEO of
Eastmain:
“This financing is a big step forward for Eastmain as we prepare
to become Fury Gold Mines shareholders. Fury is creating a Canadian
focused gold company, well positioned to capitalize on the
opportunities at Eau Claire and across its pipeline of high-grade
gold assets.”
The Subscription Receipts are being concurrently sold in two
tranches. The first tranche of Subscription Receipts will be issued
at a price of C$2.00 per Subscription Receipt for gross proceeds of
C$5,000,000 and the second tranche of Subscription Receipts will be
issued at the higher price of C$3.50 per Subscription Receipt (the
“FT Price”) and will be exchanged for Fury Gold shares,
which are designated as flow through shares as described below.
Pricing of the Subscription Receipts reflects that the Fury Gold
common shares, into which both tranches of the subscription
receipts will be exchanged on a basis of one Subscription Receipt
into one common share of Fury Gold , are as constituted after the
spinout of Auryn’s Peruvian projects and common share
consolidation. Therefore, the subscription receipts do not
participate in the spin-outs and will not be consolidated.
Common shares that qualify as “flow-through shares” require the
Company to renounce in favour of the investors who paid the FT
Price certain Canadian income tax deductions which the Company
incurs by spending the proceeds on qualifying Canadian exploration
expenses. The Company does not have any near term need for these
income tax deductions and shares designated as “flow through
shares” are otherwise identical to the Company’s other common
shares. The flow through obligations will be met when the Company
completes its planned drill program at the Eau Claire project in
Quebec.
Further details regarding the Eastmain Transaction including its
principal completion conditions can be found in the Company’s and
Eastmain’s joint news release dated July 29, 2020. The Bought Deal
Offering is scheduled to close on September 24, 2020 and is subject
to customary completion conditions including, but not limited to,
the receipt of certain professional opinions and the approval of
the TSX and NYSE American stock exchanges.
These securities will not be registered under the U.S.
Securities Act of 1933, as amended, and may not be offered or sold
in the United States absent registration or an applicable exemption
from the registration requirements. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
any of these securities.
ON BEHALF OF THE BOARD OF DIRECTORS OF AURYN RESOURCES INC.
Ivan Bebek Executive Chairman and Director
ON BEHALF OF THE BOARD OF DIRECTORS OF EASTMAIN RESOURCES
INC.
Blair Schultz Interim President and CEO
About Auryn
Auryn Resources is a technically-driven, well-financed junior
exploration company focused on finding and advancing globally
significant precious and base metal deposits. The company built a
portfolio of six projects in Canada and Peru containing gold,
silver and copper resources and exploration targets. On July 29,
2020, Auryn announced its intention to spin out its Peruvian assets
into two new companies and acquire Eastmain Resources, creating a
Canadian gold-focused exploration and development company to be
renamed as Fury Gold Mines. The Company’s two flagship Canadian
properties are the Committee Bay gold project in Nunavut and
Homestake gold project in British Columbia for which an amended
preliminary economic assessment was filed effective June 24, 2020.
Upon closing of the spinout and acquisition transactions, expected
in October 2020, Fury Gold’s three core assets will comprise of Eau
Claire in Quebec, Committee Bay and Homestake Ridge. Auryn
shareholders, invested prior to the completion of the transactions,
will become shareholders of Fury and will also receive shares in
the two new Canadian spin out companies, one holding the Sombrero
copper-gold project, and the other holding both the Curibaya
silver-gold project and Huilacollo gold project. Auryn's technical
and management teams have an impressive track-record of
successfully monetizing assets for all stakeholders and local
communities in which it operates. Auryn conducts itself to the
highest standards of corporate governance and sustainability. For
more information on the company and the transactions, please visit
www.aurynresources.com.
About Eastmain
Eastmain is a Canadian exploration company operating in the
Eeyou Istchee emerging James Bay gold camp in Québec. Eastmain
holds a 100%-interest in the Clearwater Property, host of the Eau
Claire Project, for which it issued a Preliminary Economic
Assessment (“PEA”) in May 2018, and the Percival Discovery made in
November 2018. Eastmain is also the operator of the Éléonore South
Joint Venture, located immediately south of Newmont’s Éléonore
Mine, which hosts the Moni/Contact Trend Discovery (2017)
Forward Looking Information and Additional Cautionary
Language
This release includes certain statements that may be deemed
"forward-looking statements". Forward looking information is
information that includes implied future performance and/or
forecast information including information relating to or
associated with the acquisition, title to mineral concessions and
relating to the Bought Deal Offering, including the use of proceeds
and expected closing date, and relating to the Eastmain
Transaction. These statements involve known and unknown risks,
uncertainties and other factors which may cause actual results,
performance or achievements of the Company to be materially
different (either positively or negatively) from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Readers should refer to the risks
discussed in the Company's Annual Information Form and MD&A for
the year ended December 31, 2019 and subsequent continuous
disclosure filings with the Canadian Securities Administrators
available at www.sedar.com and the Company's registration statement
on Form 40-F filed with the United States Securities and Exchange
Commission and available at www.sec.gov.
The Toronto Stock Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release.
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version on businesswire.com: https://www.businesswire.com/news/home/20200831005517/en/
Auryn Resources Natasha Frakes, Manager of Corporate
Communications 778-729-0600 info@aurynresources.com
Eastmain Resources Blair Schultz, Interim President and CEO
647-347-3735 bschultz@eastmain.com
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