West Red Lake Gold Mines Ltd. Announces Listing of Gold-Linked Notes and Warrants
VANCOUVER, Sept. 05, 2024 - West Red Lake Gold Mines Ltd. ("West Red Lake Gold" or "WRLG" or the "Company") (TSXV: WRLG) (OTCQB: WRLGF) is pleased to announce that it has received conditional approval from the TSX Venture Exchange (the "TSXV") to list the unsecured gold-linked notes (the "Notes") and common share purchase warrants (the "Warrants") that were previously issued by the Company in a private placement of units disclosed in news releases of March 20, 2024 and April 4, 2024. An aggregate of 27,165,631 Notes, in an aggregate principal amount of US$27,165,631, and 19,287,598 Warrants were issued.
The Notes represent unsecured obligations of the Company that bear interest at 12% per annum and mature on December 31, 2029. Commencing January 1, 2026, the Company will cause gold to be placed in escrow on a quarterly basis into a gold trust account. The Company will reduce the aggregate principal amount of the Notes on a quarterly basis, commencing on March 31, 2026, in accordance with the payment schedule set forth in a trust indenture dated March 19, 2024 (the "Note Indenture"), between the Company and TSX Trust Company, as trustee. The Notes will amortize based on a guaranteed floor price of US$1,800 per ounce of gold (the "Floor Price"). Any proceeds received from the sale of escrowed gold in excess of the Floor Price will be paid to holders as a premium.
The Company anticipates that the Notes and Warrants will commence trading on the TSXV on or about September 9, 2024, under the symbols WRLG.NT and WRLG.WT.A, respectively. The ISIN and CUSIP numbers of the Notes are CA95556LAA94 and 95556LAA9, respectively. The ISIN and CUSIP numbers of the Warrants are CA95556L1351 and 95556L135, respectively.
The Notes are governed by the terms of the Note Indenture and the Warrants are governed by the terms of a warrant indenture dated March 19, 2024 (the "Warrant Indenture"), between the Company and Odyssey Trust Company, as warrant agent. Copies of the Note Indenture and Warrant Indenture are available under the Company's profile on www.sedarplus.ca.
The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About West Red Lake Gold Mines
West Red Lake Gold Mines Ltd. is a mineral exploration company that is publicly traded and focused on advancing and developing its flagship Madsen Gold Mine and the associated 47 km2 highly prospective land package in the Red Lake district of Ontario. The highly productive Red Lake Gold District of Northwest Ontario, Canada has yielded over 30 million ounces of gold from high-grade zones and hosts some of the world's richest gold deposits. WRLG also holds the wholly owned Rowan Property in Red Lake, with an expansive property position covering 31 km2 including three past producing gold mines - Rowan, Mount Jamie, and Red Summit.
ON BEHALF OF WEST RED LAKE GOLD MINES LTD.
"Shane Williams"
Shane Williams
President & Chief Executive Officer
FOR FURTHER INFORMATION, PLEASE CONTACT:
Gwen Preston
Vice President Investor Relations
Tel: (604) 609-6132
Email: investors@wrlgold.com or visit the Company's website
or visit the Company's website at https://www.westredlakegold.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward looking information
The Company's decision to continue with the advancement of the Madsen Mine (the "Madsen Mine Restart") is based on economic models prepared by the Company in conjunction with management's knowledge of the property and the existing estimate of indicated and inferred mineral resources on the property set out in the report entitled, "Independent NI 43-101 Technical Report and Updated Mineral Resource Estimate for the PureGold Mine, Canada", with an effective date of July 31, 2022, as amended on April 24, 2024, a copy of which is available on SEDAR+ at www.sedarplus.ca. The Madsen Mine Restart is not based on a preliminary economic assessment, a pre-feasibility study or a feasibility study of mineral reserves demonstrating economic and technical viability. Accordingly, there is increased uncertainty and economic and technical risks of failure associated with the Madsen Mine Restart, in particular: the risk that mineral grades will be lower than expected; the risk that additional ongoing mining operations are more difficult or more expensive than expected; and the risk that production and economic variables may vary considerably, due to the absence of a detailed economic and technical analysis undertaken in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects.
Certain statements contained in this news release may constitute "forward-looking information" within the meaning of applicable securities laws. Forward-looking information generally can be identified by words such as "anticipate", "expect", "estimate", "forecast", "planned", and similar expressions suggesting future outcomes or events. Forward-looking information is based on current expectations of management; however, it is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from the forward-looking information in this news release and include without limitation, statements relating to plans for the potential restart of mining operations at the Madsen Mine, the potential of the Madsen Mine; any untapped growth potential in the Madsen deposit or Rowan deposit; and the Company's future objectives and plans. Readers are cautioned not to place undue reliance on forward-looking information.
Forward-looking information involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking information. These risks and uncertainties include, among other things, market volatility; the state of the financial markets for the Company's securities; fluctuations in commodity prices; timing and results of the cleanup and recovery at the Madsen Mine; and changes in the Company's business plans. Forward-looking information is based on a number of key expectations and assumptions, including without limitation, that the Company will continue with its stated business objectives and its ability to raise additional capital to proceed. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. Additional information about risks and uncertainties is contained in the Company's management's discussion and analysis for the year ended November 30, 2023, and the Company's annual information form for the year ended November 30, 2023, copies of which are available on SEDAR+ at www.sedarplus.ca.
The forward-looking information contained herein is expressly qualified in its entirety by this cautionary statement. Forward-looking information reflects management's current beliefs and is based on information currently available to the Company. The forward-looking information is made as of the date of this news release and the Company assumes no obligation to update or revise such information to reflect new events or circumstances, except as may be required by applicable law.
For more information on the Company, investors should review the Company's continuous disclosure filings that are available on SEDAR+ at www.sedarplus.ca.
