Aurania Resources Ltd. Announces $4 Million Financing
TSX-V: ARU
NR 2019-15
AURANIA RESOURCES LTD. ANNOUNCES $4 MILLION FINANCING
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Toronto, Ontario, July 18, 2019 – Aurania Resources Ltd. (TSXV: ARU; OTCQB: AUIAF;
Frankfurt: 20Q) (“Aurania” or the “Company”) announces that its board of directors has given approval
for a non-brokered private placement of up to 1,481,481 units (each a " Unit") at C$2.70 per Unit for total
gross proceeds of C$4 million (the "Offering"), subject to receipt of all applicable regulatory approvals.
Each Unit will consist of one common share of the Company (a “Common Share”) and one-half Common
Share purchase warrant (a “Warrant”). Each whole Warrant entitles the holder to purchase one Common
Share at an exercise price of C$4.00 for a period of 18 months following closing of the Offering. The
Units will be offered by private placement only (and without the use of an offering memorandum as defined
in OSC Rule 14-501) with a minimum subscription amount of C$5,000. The Offering includes an over-
allotment option, allowing Aurania to issue up to an additional 370,370 Units for additional gross proceeds
of up to C$1,000,000. The Offering is open to all Canadian accredited investors. In addition, the Offering
is available to four other investor groups in accordance with applicable laws:
• Existing Shareholders who are not accredited investors (Canadian residents only);
• US Residents (apart from the Offering being available to accredited investors in the US, it is also
open to a maximum of 35 non-accredited investors on a ‘first-come, first-served’ basis);
• Foreign Residents (anyone residing outside of Canada or the US); and
• Family, Friends & Business Associates of Management.
Additional Information for Existing Shareholders
The Offering will be open to participation by existing shareholders of Aurania (“Existing Shareholders”)
resident in Canada as of the record date of July 17, 2019 (the “ Record Date”) who wish to participate in
the offering in reliance on the existing shareholder exemption available under the Canadian securities laws
(the “ Existing Shareholder Exemption ”). The aggregate acquisition cost to an Existing Shareholder
relying on the Existing Shareholder Exemption cannot exceed C$15,000 in the 12-month period
immediately preceding the closing date of the Offering, unless that Existing Shareholder has obtained
advice regarding suitability of the investment from a registered investment dealer in the shareholder's
jurisdiction. The minimum subscription amount for Existing Shareholders relying on the Existing
Shareholder Exemption is C$5,000.
The participation in the Offering by Existing Shareholders relying on the Existing Shareholder Exemption
will remain open until 4:30 p.m. (EDT) on August 16, 2019, subject to earlier cut-off if the Offering is over-
subscribed or in the event of a material change in the affairs of the Company. If you are an Existing
Shareholder of Aurania as of the Record Date and are interested in participating in the Offering, you or
your registered investment dealer should contact the Company to obtain a copy of the subscription
agreement for the Offering by email at [email protected]. Requests should be received by no later
than 4:30 p.m. (EDT) on August 7, 2019.
Subscriptions of Existing Shareholders will be accepted by the Company on a ‘first-come, first-served’
basis. Therefore, if the Offering is over-subscribed it is possible that a shareholder’s subscription may not
be accepted by the Corporation even though it is received within the Offering period. There is no minimum
Offering amount.
Use of Proceeds
The Company intends to use the net proceeds raised from the sale of the Units to advance exploration in
the Lost Cities – Cutucu Project in southeastern Ecuador and environs, including the analysis of large data
sets, initial drilling of gold targets, advancement of copper targets, and for general working capital purposes.
Hold Period
Securities issued pursuant to the Offering shall be subject to a four-month plus one day hold period
commencing on the day of the closing of the Offering under applicable Canadian securities laws. The
Offering is subject to the approval of the TSX Venture Exchange.
The Offering may be completed in multiple closings, with the final closing expected to occur on or before
August 30, 2019, subject to the receipt of all necessary regulatory approvals.
About Aurania
Aurania is a mineral exploration company engaged in the identification, evaluation, acquisition and
exploration of mineral property interests, with a focus on precious metals and copper. Its flagship asset,
The Lost Cities – Cutucu Project, is located in the Jurassic Metallogenic Belt in the eastern foothills of the
Andes mountain range of southeastern Ecuador.
Information on Aurania and technical reports are available at www.aurania.com and www.sedar.com, as
well as on Facebook at https://www.facebook.com/auranialtd/, Twitter at https://twitter.com/auranialtd,
and LinkedIn at https://www.linkedin.com/company/aurania-resources-ltd-.
For further information, please contact:
Carolyn Muir
Manager – Corporate & Investor
Services
Aurania Resources Ltd.
(416) 367-3200
Dr. Richard Spencer
President
Aurania Resources Ltd.
(416) 367-3200
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV)
accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
This news release contains forward-looking information that involves substantial known and unknown risks
and uncertainties, most of which are beyond the control of Aurania. Forward-looking statements include
estimates and statements that describe Aurania’s future plans, objectives or goals, including words to the
effect that Aurania or its management expects a stated condition or result to occur. Forward-looking
statements may be identified by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”,
“could”, “would”, “will”, or “plan”. Since forward-looking statements are based on assumptions and
address future events and conditions, by their very nature they involve inherent risks and uncertainties.
Although these statements are based on information currently available to Aurania, Aurania provides no
assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors
involved with forward-looking information could cause actual events, results, performance, prospects and
opportunities to differ materially from those expressed or implied by such forward-looking information.
Forward looking information in this news release includes, but is not limited to, Aurania’s objectives, goals
or future plans, statements, exploration results, potential mineralization, the corporation’s portfolio,
treasury, management team and enhanced capital markets profile, the estimation of mineral resources,
exploration and mine development plans, timing of the commencement of operations and estimates of
market conditions. Factors that could cause actual results to differ materially from such forward-looking
information include, but are not limited to, failure to identify mineral resources, failure to convert estimated
mineral resources to reserves, the inability to complete a feasibility study which recommends a production
decision, the preliminary nature of metallurgical test results, delays in obtaining or failures to obtain
required governmental, regulatory, environmental or other project approvals, political risks, inability to
fulfill the duty to accommodate indigenous peoples, uncertainties relating to the availability and costs of
financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations
in commodity prices, delays in the development of projects, capital and operating costs varying significantly
from estimates and the other risks involved in the mineral exploration and development industry, and those
risks set out in Aurania’s public documents filed on SEDAR. Although Aurania believes that the
assumptions and factors used in preparing the forward-looking information in this news release are
reasonable, undue reliance should not be placed on such information, which only applies as of the date of
this news release, and no assurance can be given that such events will occur in the disclosed time frames
or at all. Aurania disclaims any intention or obligation to update or revise any forward-looking
information, whether as a result of new information, future events or otherwise, other than as required by
law.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be
any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful, including any of the securities in the United States of America. The securities have not been and
will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any
state securities laws and may not be offered or sold within the United States or to, or for account or benefit
of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and
applicable state securities laws, or an exemption from such registration requirements is available.