04:48:02 EDT Fri 09 May 2025
Enter Symbol
or Name
USA
CA



Montage Gold Corp
Symbol MAU
Shares Issued 241,208,952
Close 2024-07-17 C$ 1.80
Market Cap C$ 434,176,114
Recent Sedar Documents

Montage Gold increases placement to $180-million

2024-07-17 17:28 ET - News Release

Mr. Martino De Ciccio reports

MONTAGE GOLD UPSIZES BROKERED PRIVATE PLACEMENT TO C$180M

Montage Gold Corp.'s brokered private placement previously announced on July 16, 2024, has been increased to 102,857,143 common shares of the company at a price of $1.75 per common share for gross proceeds of approximately $180-million and that the oversubscribed book has closed.

Trusts controlled by the Lundin family and Zijin Mining Group Co. Ltd. (together with its affiliates, Zijin) have agreed to subscribe for such number of common shares that would result in them holding ownership interests in Montage of 19.9 per cent and 9.9 per cent, respectively, following completion of the offering.

The net proceeds of the offering will be used for development expenditures at the company's Kone project, exploration, and for working capital and general corporate purposes.

The offering is expected to close during the week of Aug. 12, 2024, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the acceptance of the TSX Venture Exchange. The common shares issued pursuant to the offering will be subject to a four-month hold period under applicable Canadian securities laws commencing on the closing.

The investments by the Lundin family trusts and insiders of the company in the offering constitute related party transactions within the meaning of TSX-V Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such investments as the fair market value (as determined under MI 61-101) of the respective investments is below 25 per cent of the company's market capitalization (as determined in accordance with MI 61-101).

Subject to applicable regulatory requirements, the common shares issued pursuant to the offering will be offered for sale to purchasers resident in Canada and other qualifying jurisdictions, in accordance with all applicable laws, provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction.

About Montage Gold Corp.

Montage Gold is a Canadian-listed company focused on becoming a premier multiasset African gold producer, with its flagship Kone project, located in Ivory Coast, at the forefront. Based on the feasibility study published in 2024, the Kone project ranks as one of the highest-quality gold projects in Africa with a long 16-year mine life, low AISC (all-in sustaining costs) of $998/ounce over its life of mine, and sizeable annual production of 300,000 plus ounces of gold over the first eight years. Over the course of 2024, the Montage management team will be leveraging their extensive record in developing projects in Africa to progress the Kone project toward a construction launch, thereby unlocking significant value for all its stakeholders.

Technical disclosure

The Kone and Gbongogo Main mineral resource estimates were carried out by Jonathon Abbott of Matrix Resource Consultants of Perth, Western Australia, which is considered to be independent of Montage Gold. Mr. Abbott is a member in good standing of the Australian Institute of Geoscientists and has sufficient experience which is relevant to the commodity, style of mineralization under consideration and activity which he is undertaking to qualify as a qualified person under National Instrument 43-101.

The mineral reserve estimate was carried out by Joeline McGrath of Carci Mining Consultants Ltd., which is considered to be independent of Montage Gold. Ms. McGrath is a member in good standing of the Australian Institute of Mining and Metallurgy, and has sufficient experience which is relevant to the work which she is undertaking to qualify as a qualified person under NI 43-101.

For further details of the data verification undertaken, exploration undertaken and associated QA/QC (quality assurance/quality control) programs, and the interpretation thereof, and the assumptions, parameters and methods used to develop the mineral reserve estimate for the Kone gold project, please see the UFS, entitled "Kone Gold Project, Cote d'Ivoire Updated Feasibility Study National Instrument 43-101 Technical Report" and filed on SEDAR+. Readers are encouraged to read the UFS in its entirety, including all qualifications, assumptions and exclusions that relate to the details summarized in this news release. The UFS is intended to be read as a whole, and sections should not be read or relied upon out of context.

Samples used for the results described herein come from diamond drilling holes and are based on one-metre composite sample. Core samples have been cut in two by core blade at the camp facilities then shipped by road to Bureau Veritas facility in Abidjan, Ivory Coast. They have been crushed to two millimetres (70 per cent passing) with one-kilogram split out for pulverization to 75 micrometres (85 per cent passing) then analyzed by fire assay using a 50-gram charge.

Field duplicate samples are taken, and blanks and standards are added to every batch submitted. QA/QC has been approved in line with industry standards and interpretations reviewed by the qualified person.

Qualified persons statement

The scientific and technical contents of this press release have been verified and approved by Silvia Bottero, BSc, MSc, a qualified person pursuant to NI 43-101. Ms. Bottero, executive vice-president of exploration of Montage, is a registered professional natural scientist with the South African Council for Natural Scientific Professions (SACNASP), a member of the Geological Society of South Africa and a member of AusIMM.

We seek Safe Harbor.

Required early warning disclosure

Under the upsized offering, Zijin has agreed to purchase an aggregate of 33,280,543 common shares. Prior to Zijin's agreement to purchase 33,280,543 common shares, Zijin beneficially owned and had control and direction over an aggregate of 782,000 common shares, representing approximately 0.3 per cent of the issued and outstanding common shares. Upon completion of the offering, Zijin will acquire an additional 33,280,543 common shares, and will beneficially own and have control and direction over an aggregate of 34,062,543 common shares, representing approximately 11.4 per cent of the issued and outstanding common shares. Assuming completion of the offering and the issuance of an aggregate of 102,857,143 common shares, the common shares owned by Zijin will represent 9.9 per cent of the issued and outstanding common shares. The cash consideration to be paid by Zijin for the aggregate of 33,280,543 common shares is $1.75 per common share, for total consideration of approximately $58.2-million.

Zijin is acquiring the common shares for investment purposes. In the future, Zijin may, from time to time, increase or decrease its investment in Montage through market transactions, private arrangements, treasury issuances or otherwise.

An early warning report containing additional information with respect to the foregoing matters will be filed under Montage's SEDAR+ profile and may also be obtained by contacting: Sandy Kansky, telephone 604-689-7842.

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