Lahontan Announces Closing of Private Placement and Sale of Common Shares BY Victoria GOLD Corp.
217 Queen Street West, Suite 401, Toronto, ON M5V 0R2 www.lahontangoldcorp.com
NEWS RELEASE TSX.V LG, OTCQB LGCXF
LAHONTAN ANNOUNCES CLOSING OF PRIVATE PLACEMENT AND SALE OF
COMMON SHARES BY VICTORIA GOLD CORP.
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION
IN THE UNITED STATES.
Toronto, Ontario, February 4, 2025 – Lahontan Gold Corp. (TSXV:LG, OTCQB:LGCXF) (the
"Company" or "Lahontan") is pleased to announce that, further to its press release of January 17, 2025,
the Company has closed its non-brokered private placement financing for gross proceeds of Cdn$720,000
through the issuance of 36,000,000 common shares (each, a "Common Share") in the capital of the
Company at a price of Cdn$0.02 per Common Share (the "Offering").
The Company also wishes to announce that Victoria Gold Corp. (“Victoria”) has completed the sale of
42,132,139 Common Shares of Lahontan (the “Victoria Sale”), representing 17.4% of the Company’s
outstanding Common Shares, after giving effect to the Offering. The sale was made through a share
purchase agreement in reliance upon the prospectus exemptions contained in NI 45-102. Lahontan
understands the purchasers to be comprised of existing shareholders, including two prominent precious
metals institutional investors.
Kimberly Ann, Lahontan Gold Corp CEO, Chair, and Founder commented: “The Company is very pleased
to close this fully subscribed no-warrant Offering and to see the completion of the Victoria Sale. Following
closing of the Offering and completion of the Victoria Sale, a significant majority of the Company’s
Common Shares are now held by a group of very supportive long -term investors, including Company
management, who share a common vision of the Company’s future and the full development of the Santa
Fe Mine project. In particular, the Victoria Sale removes a significant share overhang which we believe has
negatively affected the Company’s share price since Victoria announced on August 15, 2024 that it had
entered into receivership. With management aligned with our key shareholders, Lahontan looks forward to
a successful 2025, driving forward our mine permitting activities and targeting opportunities to enhance the
Santa Fe Mine project Preliminary Economic Assessment.”
Gross proceeds raised from the Offering will be used for general working capital purposes as follows: (i)
approximately 29% will be used for general and administrative purposes; (ii) approximately 29% will be
used for exploration at the Company's Santa Fe Mine project; (iii) approximately 17% will be used for
metallurgical testing and supporting consultants for the Company's Santa Fe Mine project; and (iv)
approximately 25% will be used at the Company's Santa Fe Mine project for exploration permitting. Less
than 10% of the proceeds from the Offering will be used for payments to non-arm's length parties of the
Company other than normal course compensation of its officers, directors, employees and consultants as
part of general working capital purposes or to persons conducting investor relations activities.
All securities issued in connection with the Offering will be subject to a hold period of four months plus a
day from the date of issuance (June 5, 2025) and the resale rules of applicable securities legislation.
The Offering constituted a related party transaction within the meaning of TSX Venture Exchange Policy
5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions
217 Queen Street West, Suite 401, Toronto, ON M5V 0R2 www.lahontangoldcorp.com
("MI 61-101") as an insider of the Company acquired 10,000,000 Common Shares 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.
About Lahontan Gold Corp.
Lahontan Gold Corp. is a Canadian mine development and mineral exploration company that holds,
through its US subsidiaries, four top-tier gold and silver exploration properties in the Walker Lane of
mining friendly Nevada. Lahontan’s flagship property, the 26.4km2 Santa Fe Mine project, had past
production of 356,000 ounces of gold and 784,000 ounces of silver between 1988 and 1995 from open pit
mines utilizing heap-leach processing (Nevada Division of Minerals, www.ndomdata.com). The Santa Fe
Mine has a Canadian National Instrument 43-101 compliant Indicated Mineral Resource of 1,539,000 oz
Au Eq (grading 0.99 g/t Au Eq) and an Inferred Mineral Resource of 411,000 oz Au Eq (grading 0.76 g/t
Au Eq), all pit constrained (Au Eq is inclusive of recovery, please see Santa Fe Project Technical Report*).
The Company plans to continue advancing the Santa Fe Mine project towards production, update the Santa
Fe Preliminary Economic Assessment, and drill test its satellite West Santa Fe project during 2025. For
more information, please visit our website: www.lahontangoldcorp.com
* Please see the “Preliminary Economic Assessment, NI 43-101 Technical Report, Santa Fe Project”, Authors: Kenji Umeno, P.
Eng., Thomas Dyer, PE, Kyle Murphy, PE, Trevor Rabb, P. Geo, Darcy Baker, PhD, P. Geo., and John M. Young, SME-RM;
Effective Date: December 10, 2024, Report Date: January 24, 2025. The Technical Report is available on the Company’s website
and SEDAR+.
On behalf of the Board of Directors
Kimberly Ann
Founder, CEO, President, and Director
FOR FURTHER INFORMATION, PLEASE CONTACT:
Lahontan Gold Corp.
Kimberly Ann
Founder, Chief Executive Officer, President, Director
Phone: 1-530-414-4400
Email:
Website: www.lahontangoldcorp.com
Cautionary Note Regarding Forward-Looking Statements:
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of this release. Except for statements of historical fact,
this news release contains certain "forward-looking information" within the meaning of applicable securities law.
Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend",
"believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or
217 Queen Street West, Suite 401, Toronto, ON M5V 0R2 www.lahontangoldcorp.com
"will" occur. Forward-looking statements are based on the opinions and estimates at the date the statements are made
and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ
materially from those anticipated in the forward-looking statements including, but not limited to delays or uncertainties
with regulatory approvals, including that of the TSXV. There are uncertainties inherent in forward-looking information,
including factors beyond the Company’s control. The Company undertakes no obligation to update forward-looking
information if circumstances or management's estimates or opinions should change except as required by law. The reader
is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and
uncertainties that could affect financial results is contained in the Company’s filings with Canadian securities regulators,
which filings are available at www.sedar.com