Orion Mine Finance Fund II LP

April 10, 2017 07:00 ET

Orion Mine Finance Announces Equity Investment in Leagold Mining Corporation

TORONTO, ONTARIO--(Marketwired - April 10, 2017) - Orion Mine Finance announced today that, on April 7, 2017, Orion Mine Finance Fund II LP ("OMF Fund II"), a limited partnership managed by Orion Mine Finance Management II Limited ("Orion Management" and collectively with OMF Fund II, "Orion"), purchased 10,244,182 newly issued common shares (the "Common Shares") of Leagold Mining Corporation ("Leagold") for an aggregate purchase price of US$21,000,000 (or a purchase price of C$2.75 per share and approximately C$28,171,500.50 in the aggregate based on an exchange rate of 1.342 Canadian dollars per U.S. dollar). OMF Fund II also purchased 14,146,728 subscription receipts for an aggregate purchase price of US$29,000,000 (or a purchase price of C$2.75 per subscription receipt and approximately C$38,903,502 in the aggregate based on an exchange rate of 1.342 Canadian dollars per U.S. dollar) (the "Subscription Receipts" and collectively with the Common Shares, "Private Placement"). Each Subscription Receipt gives Orion the right to acquire one common share of Leagold for no further consideration upon the receipt of certain Mexican regulatory approvals. The Private Placement was completed as a part of a US$200,000,000 financing package provided by certain affiliates of Orion for Leagold's acquisition from Goldcorp Inc. of the Los Filos mine located in Guerrero State, Mexico. The financing package consisted of the Private Placement and a credit facility with an affiliate of Orion of US$150,000,000. On April 7, 2017, OMF Fund II also received warrants (the "Warrants") to purchase 2,000,000 common shares of Leagold at a purchase price of C$3.575 per common share of Leagold until March 31, 2022 (the "Warrants" and collectively with the Private Placement, the "Equity Investment").

Prior to the Equity Investment, Orion did not own any common shares of Leagold. Following the Equity Investment, Orion's securityholding percentage is 7.552% on a non-diluted basis (based on 135,650,231 common shares of Leagold outstanding). On a partially diluted basis, after giving effect to the exercise of the Subscription Receipts and Warrants, Orion's securityholding percentage in Leagold's common shares would be 17.386%.

Orion acquired the Common Shares, Subscription Receipts and Warrants for investment purposes. Orion has no current plan or future intentions which relate to, or would result in, acquiring additional securities of Leagold, disposing of securities of Leagold, or any of the other actions requiring disclosure under the early warning reporting provisions of applicable securities laws. Depending on market conditions, Orion's view of Leagold's prospects and other factors considered relevant by Orion, Orion may acquire additional securities of Leagold 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 Leagold.

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 Leagold at www.sedar.com. To obtain a copy of the early warning report, you may also contact Dov Lader, Deputy General Counsel of Orion Resource Partners (USA) LP at 212-596-3467. Orion's address is Canon's Court, 22 Victoria Street, Hamilton, Bermuda HM12.

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 Leagold. 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.

Contact Information

  • Dov Lader
    Deputy General Counsel, Orion Resource Partners (USA) LP