/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
ST. JOHN'S, April 1st, 2019 /CNW/ - Aurion Resources Ltd. (TSXV: AU) ("Aurion" or the "Company") is pleased to announce a non-brokered private placement of common shares by Kinross Gold Corporation ("Kinross"). Kinross has agreed to exercise its pro rata right to purchase up to an additional 690,000 common shares ("Common Shares") at a the price of C$1.05 per Common Share for gross proceeds of up to $724,500 (the "Kinross Private Placement"), such that on closing of both of the previously announced "bought deal" private placement and the Kinross Private Placement, Kinross will hold 9.98% of the issued and outstanding common chares of the Company.
By news release dated March 18, 2019, the Company announced a "bought deal" private placement of 4,762,000 Common Shares at a price of C$1.05 per Common Share led by Haywood Securities Inc. ("Haywood") on behalf of a syndicate of underwriters (collectively with Haywood, the "Underwriters") for gross proceeds of $5,000,100 (the "Offering"). The Company also granted the Underwriters an option, exercisable at any time up to 48 hours prior to the closing of the Offering, in whole or in part by Haywood on behalf of the Underwriters, to purchase up to an additional 15% of the number of Common Shares issuable under the Offering on the same terms and conditions.
Kinross initially purchased 6,853,500 common shares of the Company by way of private placement in September 2017, thus acquiring 9.98% of the then issued and outstanding common shares of the Company. Kinross has the right to maintain its pro rata interest in the Company for so long as it owns at least 5% of the issued and outstanding common shares of the Company from time to time.
The closing of each of the Offering and the Kinross Private Placement is expected to occur on or about April 10, 2019 and is subject to the receipt of any necessary regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued in connection with the Offering and the Kinross Private Placement will be subject to a statutory four-month hold period.
The securities to be offered under the Kinross Private Placement 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.
On behalf of the Board, Mike Basha, President & CEO
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.
SOURCE Aurion Resources Ltd.
For further information: Mike Basha, President & CEO, (709) 699-8300, (709) 722-2141, [email protected]