Lahontan Gold Corp. (TSXV: LG) (OTCQB: LGCXF) (the ‘Company’ or ‘Lahontan’) is pleased to announce that further to its press release of August 2, 2023 it has completed its previously announced brokered private placement through the issuance of 25,000,000 units (the ‘Units’) at a price of $0.08 (the ‘Issue Price’) per Unit for gross proceeds of $2,000,000 (the ‘Offering’).
The Offering was conducted pursuant to the terms and conditions of an agency agreement entered into by the Company, Beacon Securities Limited (‘Beacon’) as sole bookrunner, and Haywood Securities Inc. (together with Beacon, the ‘Agents’).
A Form 45-106F19 Listed Issuer Financing Document dated August 2, 2023 was prepared in connection with the Offering and was filed under the Company’s profile on www.sedarplus.ca and on the Company’s website at www.lahontangoldcorp.com.
The Units were offered by way of a best efforts private placement pursuant to the Listed Issuer Financing Exemption under National Instrument 45-106 – Prospectus Exemption in all provinces of Canada, except Quebec, and certain foreign jurisdictions, subject to the receipt of necessary regulatory approval.
Kimberly Ann, CEO, President, Director, and Founder of Lahontan commented: ‘The Company is very pleased with the strong support from all the shareholders who participated in this offering, including our largest institutional investors and Victoria Gold. Completing an offering in challenging market conditions is testament to the strength of our projects, our Board, and our management team.’
Each Unit is comprised of one common share in the capital of the Company (each, a ‘Unit Share’) and one transferable common share purchase warrant (each, a ‘Warrant’). Each Warrant is exercisable to acquire one common share (a ‘Warrant Share’) in the capital of the Company until September 1, 2026 at a price of $0.12 per Warrant Share, provided that, in the event that the daily volume weighted average trading price (or closing bid price on days when there are no trades) of the common shares of the Company (the ‘Common Shares’) on the TSX Venture Exchange (‘TSXV’) is at least $0.24 per Common Share for a minimum of 20 consecutive trading days at any time after the first year anniversary of the closing of the Offering, the Company may provide written notice to holders of the Warrants requiring the holder of the Warrants to exercise the Warrants within 20 days following the date of delivery of such written notice.
As consideration for services provided by the Agents in connection with the Offering, the Company: (i) paid a cash commission in the amount of approximately $108,052 being equal to 7% of the proceeds of the Offering (except, with respect to certain purchasers on a ‘President’s List’, the commission being equal to 0% or 3.5%) and (ii) issued 1,354,290 non-transferrable compensation options (the ‘Compensation Options’) being equal to 7% of the number of Units issued under the Offering (except, with respect to certain purchasers on a ‘President’s List’, the commission being equal to 0% or 3.5%). Each Compensation Option is exercisable to acquire one common share at the Issue Price until September 1, 2026.
The securities issued under the Listed Issuer Financing Exemption to Canadian subscribers will not be subject to a hold period in accordance with applicable Canadian securities laws. The net proceeds of the Offering will be used for exploration and development of the Santa Fe Project and West Santa Fe Project and for working capital and general corporate purposes. The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSXV.
The Offering constituted a related party transaction within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (‘MI 61-101’) as certain insiders of the Company subscribed for 2,687,500 Units pursuant to the Offering. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on a specified market and the fair market value of the participation in the Offering by the insider does not exceed 25% of the market capitalization of the Company in accordance with MI 61-101. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the of the Offering, which the Company deems reasonable in the circumstances in order to complete the Offering in an expeditious manner.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold…
Read More: Lahontan Gold Announces Closing of Brokered Private Placement of Units