Lupaka Provides Update on Non-Brokered Private Placement Terms, and Takes Measures to Improve Balance Sheet Liquidity
Lupaka Provides Update on Non-Brokered Private Placement
Terms, and Takes Measures to Improve Balance Sheet Liquidity
VANCOUVER, BRITISH COLUMBIA, February 14, 2019 -- Lupaka Gold Corp. ("Lupaka
Gold" or the “ Company") (TSX-V: LPK, FRA: LQP) announces that the Company has
updated the terms of the non -brokered private placement of units (“ Units”) originally
announced on January 28, 2019 and has taken additional steps to significantly improve
the Company’s liquidity.
Non-brokered Private Placement
The Company will be raising up to $1,000,000 by way of a non-brokered private placement
(the “Offering”, or “Private Placement”). Each Unit will be priced at $0.06 and will consist
of one common share of the Company and one transferable common share purchase
warrant (each, a “Warrant”), with each Warrant entitling the holder to acquire one common
share of the Company at a price of $0.1 0 for a period of 30 months from the date of the
closing of the Offering. Proceeds from the Offering are intended to be used for general
working capital purposes and to continue working with the government to resolve the
illegal blockade of Invicta.
Liquidity Improvement Program
In conjunction with the Private Placement, the Company has implemented a program to
significantly improve its liquid ity. Under th e liquid ity improvement program (“ LIP”)
approximately $850,000 in bridge loans and short-term accounts payable in Canada will
be converted into Units with the same terms as the Private Placement. Furthermore, an
additional $450,000 of current accounts payable will be restructured into long-term notes,
conditionally payable based on achieving future production thresholds at Invicta.
“We are extremely grateful and encouraged by the overwhelming support received from
our business partners and lenders in Canada, including the bridge loan holders . Their
willingness to convert debt to equity in Lupaka is a true testament to quality of the Invicta
project,” commented Will Ansley, President and CEO of Lupaka Gold Corp. “The
undertaking of the LIP in conjunction with the private placement will improve the liquidity
of the Company by as much as $2.3 million. The funds raised will be instrumental in the
pursuit to resolve the illegal road blockade at Invicta.”
The closing of the Offering , and the issuance of the Common Shares in this shares-for-
debt transaction is expected to occur on or before March 13, 2019 and is subject to receipt
of approval of the TSX Venture Exchange (“TSXV”). The common shares and Warrants
issued in the Placement and shares-for-debt transaction will be subject to a four-month
hold period.
The Company also announces that due to the ongoing blockade of the Invicta Mine, the
Company has extended the expiry term on 7.2 million purchase warrants originally set to
expire on February 19, 2019, by six additional months. T he purchase warrants are
exercisable at $0.10 per common share and will now expire on August 19, 2019.
Finally, the Company announces that it has completed the shares for debt transaction with
Dan Kivari that was announced on January 28, 2018. Pursua nt to the transaction, the
Company has issued Mr. Kivari 850,000 shares to settle US$100,000 of debt, at a deemed
price per share of $0.155. The shares issued are subject to a four month hold period which
will expire on June 8, 2019.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as the term
is defined in the policies of the TSX Venture Exchange) accepts responsibility for
the adequacy of this news release.
About Lupaka Gold
Lupaka is an active Canadian-based company focused on creating shareholder value
through discoveries and strategic development of the Invicta development project, located
in Peru, approximately 120 kilometres north of Lima.
FOR FURTHER INFORMATION PLEASE CONTACT:
Will Ansley, President & C.E.O.
Tel: (416) 862-5257
or visit the Company’s profile at www.sedar.com or its website at www.lupakagold.com
Cautionary Statements Regarding Forward Looking Information
This press release contains forward -looking statements which constitute "forward -looking
information" within the meaning of applicable securities laws, including all statements, trend
analysis and other information relative to anticipated future events or results. All statements, other
than statements of historical fact, included herein are considered forward -looking statements,
including, without limitation, statements relating to the resolution of the blockade at Invicta ; the
acceptance of the debt for shares conversion by the Company’s creditors; the use of proceeds of
the Offering, the receipt of regulatory approval of the Offering, the size and completion of the
Offering.
Forward-looking statements are based on assumptions, estimates and opinions of management at
the date the statements are made and which the Company believes are reasonable. Such
information involves risks and uncertainties, and undue reliance should not be placed on such
information, as unknown or unpredictable factors could have material adverse effects on future
results, performance or achievements of the Company. Among the key factors that could cause
actual results to differ materially from those projected in the forward -looking information are the
following: that regulatory approval of the Offering is not received; that financing will not be available
when and if needed on reasonable ter ms; adverse changes in general economic conditions,
changes in the financial markets and in the demand and market price for commodities . This
forward-looking information may be affected by risks and uncertainties in the regular course of
business and due t o market conditions. Additional risks are described in the Company’s annual
information form, which is available on SEDAR at www.sedar.com.
Although the Company has attempted to identify important factors that could cause actual actions,
events or results to differ materially from those described in forward-looking information, there may
be other factors that cause actions, events or results to not be as anticipated, estimated or intended.
There can be no assurance that forward -looking information will pr ove to be accurate, as actual
results and future events could differ materially from those anticipated in such statements. Readers
are cautioned not to place undue reliance on forward -looking information due to the inherent
uncertainty thereof. Lupaka Gold does not undertake any obligation to update forward -looking
statements except as required by applicable securities laws. Investors should not place undue
reliance on forward-looking statements.