Mr. Martino De Ciccio reports
MONTAGE GOLD CLOSES C$180 MILLION PRIVATE PLACEMENT
Montage Gold Corp. has closed its previously announced brokered private placement of 102,857,143 common shares of the company at a price of $1.75 per common share for gross proceeds of $180-million.
The offering was led by co-led by Stifel and SCP Resource Finance LP, as co-lead agents and joint bookrunners, on behalf of a syndicate of agents including Cormark Securities Inc., Raymond James Ltd. and Beacon Securities Ltd. Following the completion of the offering, trusts controlled by the Lundin family and Zijin Mining Group Co. Ltd. now hold ownership interests in Montage of 19.9 per cent and 9.9 per cent, respectively.
The net proceeds of the offering will be used for development expenditures at the company's Kone project, exploration, and working capital and general corporate purposes.
In consideration of the services rendered by the agents in connection with the offering, the company paid the agents a cash commission equal to $2,091,496.23, representing 5 per cent of the gross proceeds from the offering (other than in respect of the common shares subscribed for by the Lundin family trusts, Zijin and the majority of the president's list subscribers, for which no commission was payable).
The common shares issued pursuant to the offering were issued pursuant to available exemptions from the registration and prospectus requirements of applicable securities legislation and are subject to a four-month hold period under applicable Canadian securities laws, commencing on the closing and expiring on Dec. 15, 2024. The offering remains subject to the final approval of the TSX Venture Exchange.
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. 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). A material change report was not filed by the company at least 21 days before the closing of the offering, as the company was seeking to close expeditiously to confirm funds for the offering. In the view of the company, this approach is reasonable in the circumstances. The offering was approved by all independent directors of the company.
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 has an estimated 16-year mine life, a low AISC (all-in sustaining cost) of $998 per ounce over its life of mine, and sizable annual production of greater than 300,000 ounces of gold over the first eight years. Over the course of 2024, the Montage management team will be leveraging its extensive record in developing projects in Africa to progress the Kone project toward a construction launch, thereby unlocking significant value for all stakeholders.
Qualified person statement
The scientific and technical contents of this press release have been verified and approved by Silvia Bottero, BSc, MSc, executive vice-president of exploration, a qualified person pursuant to National Instrument 43-101. Ms. Bottero 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.
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