Sun Valley Gold LLC

May 10, 2016 19:25 ET

Sun Valley Gold LLC: Control and Direction Over Common Shares of Victoria Gold Corporation

SUN VALLEY, IDAHO--(Marketwired - May 10, 2016) - Sun Valley Gold LLC ("Sun Valley") announced today that it has acquired control and direction over an aggregate of 20,000,000 units ("Units") of Victoria Gold Corporation ("Victoria Gold") on behalf of client accounts, including Sun Valley Gold Master Fund, Ltd. (the "Master Fund"), over which it has discretionary trading authority. The Units were acquired pursuant to a private placement on May 10, 2016 for a purchase price of $0.30 per Unit. Of the 20,000,000 Units over which Sun Valley acquired control and direction, the Master Fund acquired beneficial ownership of 11,980,000.

Each Unit consist of one common share (a "Common Share") of Victoria Gold and one half of a common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to purchase one Common Share at a price of $0.40 per share at any time on or before May 10, 2019.

Following completion of the private placement, Sun Valley exercises control and direction over an aggregate of 79,290,570 Common Shares and 10,000,000 Warrants, in each case for and on behalf of client accounts. The 79,290,570 Common Shares over which Sun Valley exercises control and direction represent approximately 17.91% of the issued and outstanding Common Shares. If exercised, the 10,000,000 Warrants over which Sun Valley exercises control and direction would, together with the 79,290,570 Common Shares over which Sun Valley exercises control and direction, represent approximately 19.72% of the issued and outstanding Common Shares (after giving effect to the exercise of such Warrants, but not the exercise of any other share purchase warrants issued by Victoria Gold).

Following completion of the private placement, the Master Fund beneficially owns 46,807,966 Common Shares and 5,990,000 Warrants. The 46,807,966 Common Shares beneficially owned by the Master Fund represent approximately 10.57% of the issued and outstanding Common Shares. If exercised, the 5,990,000 Warrants beneficially owned by the Master Fund would, together with the 46,807,966 Common Shares beneficially owned by the Master Fund, represent approximately 11.76% of the issued and outstanding Common Shares (after giving effect to the exercise of such Warrants, but not the exercise of any other share purchase warrants issued by Victoria Gold).

The securities of Victoria Gold were acquired for investment purposes. Sun Valley and the Master Fund may increase or decrease their ownership of securities of Victoria Gold depending upon future market conditions.

FOR FURTHER INFORMATION, OR TO OBTAIN A COPY OF THE EARLY WARNING REPORT FILED BY SUN VALLEY UNDER APPLICABLE SECURITIES LEGISLATION, PLEASE SEE THE CONTACT INFORMATION BELOW.

Contact Information

  • Linda J. Kish
    Chief Legal Officer
    Sun Valley Gold LLC
    Tel: (208) 726-2399
    Fax: (208) 726-0842