Lake Victoria GOLD Signs Term Sheet FOR up to 7,000 Ounces GOLD Pre- Pay Forward Purchase Facility
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NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION
OR DISSEMINATION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
LAKE VICTORIA GOLD SIGNS TERM SHEET FOR UP TO 7,000 OUNCES GOLD PRE-
PAY FORWARD PURCHASE FACILITY
December 3rd , 2024, Vancouver, BC – Lake Victoria Gold Ltd. (TSX-V: LVG) (“LVG” or the “Company”) is
pleased to announce that on November 30th 2024 a non-binding term sheet was signed with Monetary
Metals & Co. (“MM” or “Buyer”) for a pre -paid forward arrangement (the “PPF”). The PPF includes a
forward purchase of 7,000 ounces of gold to support the start-up and ongoing development of the Imwelo
Mine in Tanzania. Additionally, MM will be entitled to an offtake of 100% of LVG’s authorized export
production, up to 100,000 Troy ounces, at a 2.0% discount to the market price . The full and final terms
will be detailed in a definitive PPF agreement, subject to customary conditions, including TSX Venture
Exchange (the “TSX-V”) acceptance, completion of due diligence, and regulatory approvals.
Under the PPF, MM will acquire gold from LVG at a predetermined discount, set at 99.70% of the London
PM Fix price on the date of delivery. LVG has also agreed to a quarterly cash sweep mechanism, allowing
the Company to allocate positive cash flow from the project to adjust future delivery obligations.
“This agreement represents a significant milestone for Lake Victoria Gold, ” said Marc Cernovitch,
President & CEO of Lake Victoria Gold Ltd. “ With the non dilutive structure of the PPF and the offtake
arrangement, we can fully fund the capital expenditure required for the construction of the Imwelo Mine.
This financing secures essential resources for the mine’s start -up and development while aligning
repayment with our cash flow and gold production schedules.”
Simon Benstead, Executive Chairman & CFO at Lake Victoria Gold, added, “We are delighted to share this
milestone with our stakeholders, who have patiently awaited the Imwelo Mining License transfer and our
construction financing plan. Upon closing of this pre -paid forward facility (PPF) and alongside our
previously secured funding commitments, LVG will have a clear, fully financed path to production with
substantial projected cash flow. With our recently renewed 10-year mining license, LVG is well-positioned
to drive sustained value creation for our shareholders. This foundation enables us to execute on a broader
strategy to build a dynamic portfolio of high-growth assets in Tanzania.”
As part of the consideration for advancing the financing, and subject to TSX-V approval, the Company will
issue MM 2,500,000 bonus share purchase warrants (the “Warrants”). Each Warrant entitles MM to
acquire one common share of the Company (the “Warrant Shares”) at an exercise price set at Market
Price, pending TSX-V approval, for a period of three years from the loan issuance date.
The securities referenced herein, or any securities underlying or derived from the financial instruments
referenced, including but not limited to the Warrants, Warrant Shares, and the Loan, have not been and
will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”). This news
release does not constitute an offer to sell or the solicitation of an offer to buy such securities, nor shall
there be any sale of such securities in any jurisd iction where such offer, solicitation, or sale would be
unlawful before registration or qualification under the securities laws of that jurisdiction.
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About Lake Victoria Gold (LVG):
Lake Victoria Gold is a rapidly growing gold exploration and development company listed on the TSX
Venture Exchange under the symbol LVG. Leveraging our unique position and experience, the Company
is principally focused on growth and consolidation in the h ighly prolific and prospective Lake Victoria
Goldfield in Tanzania.
The Company has a 100% interest in the Tembo project which has over 50 thousand meters of drilling and
is located adjacent to Barrick’s 20Moz Bulyanhulu Mine. The Company recently ( August 10,
2023 and August 29, 2023 ) announced the acquisition of two deposits that support our objective of
accretive growth and consolidation. The Imwelo project and Dora project both have potential for
significant growth.
LVG has assembled a highly experienced team with a track record of developing, financing, and operating
mining projects in Africa with management, directors and partners owning more than 60% of the shares.
Notably, the Company is grateful for the validatio n that comes with the support and equity investment
from Barrick Gold and recent strategic partnership with Taifa Group.
Taifa Group (a diverse group of companies with interests in amongst others, Mining, Telecoms, Oil & Gas,
Agri Business, Pharmaceuticals and Leather) has entered into an agreement with the Company to obtain
an equity stake in the Company and through its wholly owned subsidiary Taifa Mining (a wholly Tanzanian
owned company), or other nominees. Taifa Mining will also carry out all the contract mining and civil
works for the Imwelo project. Taifa Mining is Tanzania’s largest mining contractor with over 30 years
mining related experience. Taifa have been the contractor of choice to most mines in Tanzania and have
maintained long and successful relationships with companies such as Petra, De Beers, Barrick, and
AngloGold Ashanti. In addition, Taifa also owns the l argest fleet of mining equipment in Tanzania. As a
company, Taifa is committed to adopting and adhering to the latest internationally recognized standards
throughout all aspects of its business.
On Behalf of the Board of Directors of the Company,
Simon Benstead
Executive Chairman & CFO
Phone: +1 604-685-9316
Email: [email protected]
For more information please contact:
Simon Benstead
Executive Chairman & CFO
Phone:+ 1 604-685-9316
Email: [email protected]
Marc Cernovitch
CEO & Director
Phone: +1 604-685-9316
Email: [email protected]
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 NEWS RELEASE.
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Cautionary Statement Regarding Forward-Looking Information
This news release includes certain “forward- looking information” within the meaning of applicable
Canadian securities legislation, including: future exploration and development plans with respect to the
Imwelo Project, construction of a mine on the Imwelo Project, contract work on the Imwelo Project by Taifa
Mining and the acquisition of any equity stake by Taifa Mining, entering into a definitive PPF agreement
and completing the transactions with MM, including the satisfaction of the closing conditions thereunder,
and receipt of all regulatory approvals, including the approval of the TSX Venture Exchange. All statements
in this news release that address events or developments that we expect to occur in the future are forward-
looking statements. Forward -looking state ments are statements that are not historical facts and are
generally, although not always, identified by words such as “expect”, “plan”, “anticipate”, “project”,
“target”, “potential”, “schedule”, “forecast”, “budget”, “estimate”, “intend” or “bel ieve” and similar
expressions or their negative connotations, or that events or conditions “will”, “would”, “may”, “could”,
“should” or “might” occur. All such forward- looking statements are based on the opinions and estimates
of management as of the date such statements are made.
Forward-looking statements necessarily involve assumptions, risks and uncertainties, certain of which are
beyond LVG’s control, including risks associated with or related to: the completion of the PPF , including
receipt of all regulatory approvals and third- party consents, the volatility of metal prices and LVG’s
common shares; changes in tax laws; the dangers inherent in exploration, development and mining
activities; the uncertainty of reserve and re source estimates; not achieving development or productio n,
cost or other estimates; actual exploration or development plans and costs differing materially from the
Company’s estimates; the ability to obtain and maintain any necessary permits, consents or authorizations
required for mining activities; environmental regulations or hazards and compliance with complex
regulations associated with mining activities; climate change and climate change regulations; fluctuations
in exchange rates; the availability of financing; financing and debt activities; operations in foreign and
developing countries and the compliance with foreign laws, including those associated with operations in
Tanzania and including risks related to changes in foreign laws and changing policies related to mining
and local ownership requirements o r resource nationalization generally, including in response to the
COVID-19 outbreak; remote operations and the availability of adequate infrastructure; fluctuations in price
and availability of energy and other inputs necessary for mining operations; shortages or cost increases in
necessary equipment, supplies and labour; regulatory, political and country risks, including local instability
or acts of terrorism and the effects thereof; the reliance upon contractors, third parties and joint venture
partners; challenges to title or surface rights; the dependence on key personnel and the ability to attract
and retain skilled personnel; the risk of an uninsurable or uninsured loss; adverse climate and weather
conditions; litigation risk; competition with other m ining companies; community support for LVG’s
operations, including risks related to strikes and the halting of such operations from time to time; conflicts
with small scale miners; failures of information systems or information security threats; the abilit y to
maintain adequate internal controls over financial reporting as required by law; compliance with anti -
corruption laws, and sanctions or other similar measures; social media and LVG’s reputation; and other
risks disclosed in the Company’s public filings.
LVG’s forward-looking statements are based on the opinions and estimates of management and reflect
their current expectations regarding future events and operating performance and speak only as of the
date hereof. LVG does not assume any obligation to update forward -looking statements if circumstances
or management’s beliefs, expectations or opinions should change other than as required by applicable law.
There can be no assurance that forward-looking statements will prove to be accurate, and actual results,
performance or achievements could differ materially from those expressed in, or implied by, these forward-
looking statements. Accordingly, no assurance can be given that any events anticipated by the forward-
looking statements will transpire or occur, or if any of them do, what benefits or liabilities LVG will derive
therefrom. For the reasons set forth above, undue reliance should not be placed on forward- looking
statements.