Mr. Shawn Wallace reports
AURYN ANNOUNCES STRATEGIC INVESTMENT BY GOLDCORP INC.
Auryn Resources Inc. has entered into an investment agreement with Goldcorp Inc. for a strategic equity placement whereby Goldcorp will purchase directly and indirectly in two tranches 9,542,402 common shares of Auryn for $3.67 per share. After giving effect to the placement, Goldcorp will own 12.5 per cent of Auryn's outstanding common shares.
In addition, Auryn and Goldcorp have entered into an investor rights and obligations agreement whereby, as long as Goldcorp maintains a 5-per-cent or greater equity ownership interest in Auryn:
Goldcorp will have the right to participate in future Auryn equity issues in the amount necessary to maintain up to a 12.5-per-cent interest.
Goldcorp will have a right to match certain non-equity financings.
If Goldcorp chooses to sell more than 2 per cent of Auryn's shares, Auryn will have the right to designate buyers, and Goldcorp will vote its shares to elect the Auryn recommended director nominees.
An aggregate of 4,590,818 common shares will be issued to third party investors through a brokered private placement offering conducted by a syndicate of agents led by Beacon Securities Ltd. as flow-through shares at a price of $5.01 per flow-through share, the terms of which provide that Auryn will renounce the income tax benefits of the Canadian exploration expense related to the expenditure of the proceeds of those shares to those third party investors. Accordingly, gross proceeds to be received by Auryn will be $41,158,911.46, consisting of $18,172,313.28 in direct share subscriptions and $22,999,998.19 in flow-through dollars through third parties. Goldcorp's cost of the 9,542,402 common shares will be $35,020,615.34.
Shawn Wallace, president and chief executive officer, commented that: "We are very pleased to have secured an important investment with an industry leader such as Goldcorp on favourable terms that minimizes dilution to our shareholders. Auryn is now fully funded to complete one of the most extensive, globally significant exploration programs in 2017. The program will include a planned 55,000 metres of exploration drilling across six projects in Canada and Peru, and expect to make a number of advances that could potentially contribute to the realization of multiple major gold discoveries."
The net proceeds of the placement will be used to finance exploration at Auryn's properties and for general corporate purposes.
The closing of the placement is expected to occur during January, 2017, and is subject to the completion of formal documentation and receipt of Toronto Stock Exchange acceptance. All securities issued in connection with the placement will be subject to a four-month hold period.
Auryn's financial adviser with respect to the strategic investment was Minvisory Corp.
Upon completion of the investment, Goldcorp will have acquired ownership of 9,542,402 common shares of Auryn at a subscription price of $3.67 per common share for a total purchase price of $35,020,615.34. The common shares acquired by Goldcorp represent 12.5 per cent of the issued and outstanding common shares of Auryn. Prior to this acquisition Goldcorp did not own any securities of Auryn. Goldcorp acquired the common shares for investment purposes. Goldcorp will evaluate its investment in Auryn from time to time and may, based on such evaluation, market conditions and other circumstances, increase or decrease shareholdings as circumstances require. The exemption relied on for the acquisition of the common shares is Section 2.10 of National Instrument 45-106, prospectus and registration exemptions. A copy of the early warning report filed by Goldcorp in connection with the acquisition will be available on Auryn's SEDAR profile. Goldcorp's head office is located at suite 3400, 666 Burrard St. Vancouver, B.C., V6C 2X8.
Auryn Resources is a technically driven junior mining exploration company focused on delivering shareholder value through project acquisition and development. Auryn is focused on scalable high-grade gold deposits in established mining jurisdictions, which include the Committee Bay gold project located in Nunavut, the Homestake Ridge gold project in British Columbia and a portfolio of gold projects in southern Peru, through Corisur Peru SAC.
We seek Safe Harbor.
© 2020 Canjex Publishing Ltd. All rights reserved.