Mr. Shawn Wallace reports
AURYN RESOURCES ANNOUNCES US$8.5 MILLION FINANCING
Auryn Resources Inc. has entered into an agreement dated March 13, 2018, with Cantor Fitzgerald Canada Corp. (CFCC), as bookrunner and lead underwriter, on behalf of itself and a syndicate of underwriters, to purchase, on a bought deal basis, 5,230,770 common shares of the company at the price of $1.30 (U.S.) per offered share for aggregate gross proceeds of approximately $6.8-million (U.S.).In addition, the company plans to complete a concurrent private placement of flow-through common shares for proceeds of up to $1.7-million (U.S.), as described below.
In addition, the company has agreed to grant to the underwriters an overallotment option exercisable, in whole or in part, in the sole discretion of the underwriters to purchase up to an additional 784,615 offered shares at the issue price for a period of up to 30 days after the closing of the offering for potential additional gross proceeds to the company of up to approximately $1.02-million (U.S.).The company has agreed to pay the underwriters a cash commission equal to 6 per cent of the gross proceeds of the offering, including proceeds received from the exercise of the overallotment option.
CFCC is acting as the sole book-running manager for the offering. The offering will be made in the United States through CFCC's U.S. affiliate, Cantor Fitzgerald & Co.
The company plans to concurrently conduct a private placement financing involving the sale of up to 955,384 flow-through common shares of the company at a 40-per-cent premium to the issue price for anticipated proceeds of up to $1.7-million (U.S.). In the event the overallotment option is exercised, up to an additional 98,077 flow-through shares may be issued under the concurrent private placement. It is anticipated that the flow-through shares will be initially purchased by certain private investors who will commit to resell the flow-through shares to Goldcorp Inc. Under the terms of the January, 2017, investor rights and obligations agreement between Goldcorp and Auryn, Goldcorp is entitled to, among other things, participate in any subsequent offering in order to maintain up to a 12.5-per-cent interest in the company. The flow-through shares will be offered in Canada pursuant to available prospectus exemptions and will be subject to a four-month hold period in Canada. The flow-through shares have not been and will not be registered under the United States Securities Act of 1933, as amended, and will not be offered or sold in the United States. The bought deal offering is not conditional on the sale of the flow-through shares. Except for certain non-material Canadian tax benefits available for investors in the flow-through shares, these shares are identical in all respects to common shares.
The offering is expected to close on or about March 23, 2018, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange and the NYSE American stock exchange.Proceeds of the offering are anticipated to be used for (i) drilling and exploration at the company's principal mineral projects, Committee Bay and Homestake Ridge; (ii) continuation of exploration programs at Huilacollo and Sombrero in Peru; (iii) general corporate purposes; and (iv) working capital requirements.
The offered shares will be offered by way of a short form prospectus in the provinces of British Columbia, Alberta and Ontario, and will be offered in the United States pursuant to a prospectus filed as part of a registration statement under the Canada/U.S. multijurisdictional disclosure system. A registration statement on Form F-10 relating to these securities has been filed with the United States Securities and Exchange Commission but has not yet become effective.
The preliminary short form prospectus is available on SEDAR. The registration statement on Form F-10, including the U.S. form of the preliminary short form prospectus, is available on the SEC's website. Alternatively, a written prospectus relating to the offering may be obtained upon request by contacting the company or Cantor Fitzgerald Canada Corp. in Canada, attention: Equity Capital Markets, 181 University Ave., Suite 1500, Toronto, Ont., M5H 3M7, e-mail: ecmcanada@cantor.com; or Cantor Fitzgerald & Co. in the United States, attention: Equity Capital Markets, 110 East 59th St., New York, N.Y, 10022, telephone: 212-829-7122.
About Auryn Resources Inc.
Auryn Resources is a technically driven junior mining exploration company focused on delivering shareholder value through project acquisition and development. Auryn is focused on scalable high-grade gold deposits in established mining jurisdictions, which include the Committee Bay and Gibson MacQuoid gold projects located in Nunavut, the Homestake Ridge gold project in British Columbia, and a portfolio of gold projects in southern Peru, through Corisur Peru SAC.
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