TORONTO, July 10, 2019 /CNW/ - Orion Mine Finance
announced that on July 9, 2019, Orion
Co-VI Ltd., a corporation controlled by Orion Mine Finance
Management II Limited (collectively, "Orion"), entered into
a purchase agreement (the "Purchase Agreement") with
Electrum Strategic Opportunities Fund L.P. for the purchase of
70,400,000 common shares (the "Purchased Shares") of
Victoria Gold Corp. (TSX-V:VIT) ("Victoria").
The Purchased Shares were purchased for an aggregate purchase
price of C$32,032,000, or
C$0.455 per Purchased Share. Orion
and Victoria concurrently entered
into a shareholder rights agreement effective upon completion of
the acquisition of the Purchased Shares (the
"Transaction").
Immediately prior to the Transaction, Orion held 318,154,360
common shares and 25,000,000 common share purchase warrants (the
"Warrants") of Victoria.
The Warrants are subject to a blocker feature, which prohibits the
acquisition of additional common shares upon the exercise of
Warrants where such issuance would result in Orion holding more
than 19.99% of the outstanding Common Shares on an undiluted basis.
Exercise of the Warrants in excess of the 19.99% threshold will be
cash-settled by the Issuer. Prior to the Transaction, on a
partially diluted basis and giving effect to the blocker feature of
the Warrants, Orion had a securityholding percentage of 38.60%.
(based on 824,303,528 common shares outstanding). Immediately
following the Transaction, Orion will hold 388,559,360 common
shares, and on a partially diluted basis, and giving effect to the
blocker feature on the Warrants, Orion has a securityholding
percentage of approximately 47.13%, an increase in its
securityholding percentage of approximately 8.53%.
Orion acquired the Purchased Shares for investment purposes.
Orion has no current plan or intentions which relate to, or would
result in, acquiring additional securities of Victoria, disposing of securities of
Victoria, or any of the other
actions enumerated above. Depending on market conditions, Orion's
view of Victoria's prospects and
other factors considered relevant by Orion, and subject to the
shareholder rights agreement previously agreed between Orion and
Victoria, Orion may acquire
additional securities of Victoria
from time to time in the future, in the open market or pursuant to
privately negotiated transactions, or may sell all or a portion of
its securities of Victoria.
This news release is being issued under the early warning
reporting provisions of applicable securities laws. An early
warning report with additional information in respect of the
foregoing matters will be filed and made available under the SEDAR
profile of Victoria at
www.sedar.com. To obtain a copy of the early warning report, you
may also contact Limor Nissan, COO
and General Counsel of Orion Resource Partners (USA) LP at 212 596 3469. Orion's address is
Cumberland House, 7th Floor, 1
Victoria Street, Hamilton HM11,
Bermuda.
Forward-Looking Information
Certain statements in the press release are forward-looking
statements and are prospective in nature, including statements with
respect to Orion's future intentions regarding the securities of
Victoria. Forward-looking
statements are not based on historical facts, but rather on current
expectations and projections about future events, and are therefore
subject to risks and uncertainties which could cause actual results
to differ materially from the future results expressed or implied
by the forward-looking statements. Such statements are qualified in
their entirety by the inherent risks and uncertainties surrounding
future expectations. Such forward-looking statements should
therefore be construed in light of such factors, and Orion is not
under any obligation, and expressly disclaims any intention or
obligation, to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by applicable law.
SOURCE Orion Mine Finance