WEST Red Lake GOLD Announces Closing $33 Million Bought Deal Public Offering Including the Full Exercise of the over-Allotment Option
WEST RED LAKE GOLD ANNOUNCES CLOSING $33 MILLION
BOUGHT DEAL PUBLIC OFFERING INCLUDING THE FULL
EXERCISE OF THE OVER-ALLOTMENT OPTION
VANCOUVER, British Columbia, May 16, 2024 -- West Red Lake Gold Mines Ltd. (“West
Red Lake Gold” or “WRLG” or the “Company”) (TSXV: WRLG) (OTCQB: WRLGF) is pleased
to announce that is has closed its previously announced public offering (the “ Offering”) of
31,944,700 units (the “ Units”) and 11,236,000 charity -flow through units (the “ Charity Flow -
Through Units ”) of the Company at a price of C$0.72 per Unit (the “ Unit Issue Price”) and
C$0.89 per Charity Flow-Through Unit (the “Charity Flow-Through Issue Price”), respectively,
for aggregate gross proceeds to the Company of C$33,000,224 million, including the full exercise
of the over-allotment option. The Offering was led by Raymond James Ltd., as lead underwriter
and sole bookrunner, on behalf of a syndicate of underwriters (collectively, the “Underwriters”).
Each Unit is comprised of one common share of the Company ( a “Common Share”) and one
Common Share purchase warrant, (a “Warrant”). Each Warrant entitles the holder thereof to
acquire one Common Share for an exercise price of C$1.00 per share for 24 months from the
closing of the Offering.
Each Charity Flow -Through Unit is comprised of one C ommon Share (a “Flow-Through Unit
Share”) and one Warrant, issued as “flow-through shares” within the meaning of the Income Tax
Act (Canada). Upon the exercise of the Warrants issued as part of the Flow -Through Units, the
underlying Common Shares will not be issued as “flow-through shares” within the meaning of the
Income Tax Act (Canada).
The net proceeds pursuant to the issuance of the Unit s are expected to be used to continue to
advance the development of a restart plan for the Madsen Gold Mine as well as for working capital
and general corporate purposes. The gross proceeds pursuant to the issuance of the Charity
Flow-Through Units will be used to incur qualifying Canadian development expenses on the
Company’s assets.
In connection with the Offering, the Company has filed a prospectus supplement (the
“Supplement”) dated May 9, 2024, to the Company ’s short form base shelf prospectus dated
April 30, 2024 (the "Shelf Prospectus"), with the securities regulatory authorities in each of the
provinces of Canada (except Quebec). Copies of the Shelf Prospectus and the Supplement can
be found on SEDAR+ at www.sedarplus.ca. The Shelf Prospectus and t he Supplement contain
important detailed information about the Company and the Offering. Prospective investors should
read the Supplement and the Shelf Prospectus and the other documents the Company has filed
on SEDAR+ at www.sedarplus.ca before making an investment decision.
Pursuant to the Offering, certain management and insiders acquired 770,000 Units in total. Their
participation is considered to be a "related party transaction" as defined under Multilateral
Instrument 61- 101 – Protection of Minority S ecurity Holders in Special Transactions ("MI 61-
101"). The transaction is exempt from the formal valuation and minority shareholder approval
requirements of MI 61- 101 by virtue of the exemptions contained in Section 5.5(a) and Section
5.7(1)(a) of MI 61- 101 as neither the fair market value of the securities to be distributed in the
Offering nor the consideration to be received for those securities, in so far as the Offering involves
the insiders, exceeds 25% of the Company's market capitalization. The Company did not file a
material change report in respect of the related party transaction at least 21 days before the
closing of this Offering, as the Company was not aware of the level of insider participation in the
Offering at such time.
The securities have not been, and will not be, registered under the United States Securities Act
of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and may not
be offered or sold in the United States without registration under the U.S. Securities Act and all
applicable state securities laws or compliance with the requirements of an applicable exemption
therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to
buy securities in the United States, nor shall there be any sale of these securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful.
About West Red Lake Gold Mines
West Red Lake Gold Mines Ltd. is a mineral exploration company that is publicly traded and
focused on advancing and developing its flagship Madsen Gold Mine and the associated 47 km2
highly prospective land package in the Red Lake district of Ontario. The highly productive Red
Lake Gold District of Northwest Ontario, Canada has yielded over 30 million ounces of gold from
high-grade zones and hosts some of the world’ s richest gold deposits. WRLG also holds the
wholly owned Rowan Property in Red Lake, with an expansive property position covering 31 km2
including three past producing gold mines – Rowan, Mount Jamie, and Red Summit.
ON BEHALF OF WEST RED LAKE GOLD MINES LTD.
“Shane Williams”
Shane Williams
President & Chief Executive Officer
FOR FURTHER INFORMATION, PLEASE CONTACT:
Freddie Leigh
Tel: (604) 609-6132
Email: [email protected]
or visit the Company’s website at https://www.westredlakegold.com
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 release.
Forward looking information
Certain statements contained in this news release may constitute “forward-looking information”
within the meaning of applicable securities laws, including statement relating to the expected use
of proceeds from the Offering. Forward- looking information generally can be identified by words
such as “ anticipate”, “ expect”, “ estimate”, “ forecast”, “ planned”, and similar expressions
suggesting future outcomes or events. Forward- looking information is based on current
expectations of management; however, it is subject to known and unknown risks, uncertainties
and other factors that may cause actual results to differ materially from the forward- looking
information in this news release and include without limitation, statements relating to the use of
proceeds from the Offering. Readers are cautioned not to place undue reliance on forward-looking
information.
Forward-looking information involve numerous risks and uncertainties and actual results might
differ materially from results suggested in any forward- looking information. These risks and
uncertainties include, among other things, market volatility; the state of the financial markets for
the Company ’s securities; fluctuations in commodity prices and changes in the Company ’s
business plans. Forward- looking informat ion is based on a number of key expectations and
assumptions, including without limitation, that the Company will continue with its stated business
objectives and its ability to raise additional capital to proceed. Although management of the
Company has at tempted to identify important factors that could cause actual results to differ
materially from those contained in forward- looking information, there may be other factors that
cause results not to be as anticipated, estimated or intended. There can be no a ssurance that
such forward-looking information will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such forward- looking information. Accordingly,
readers should not place undue reliance on forwar d-looking information. Readers are cautioned
that reliance on such information may not be appropriate for other purposes. Additional
information about risks and uncertainties is contained in the Company ’s management ’s
discussion and analysis for the year e nded November 30, 2023, and the Company ’s annual
information form for the year ended November 30, 2023, copies of which are available on
SEDAR+ at www.sedarplus.ca.
The forward- looking information contained herein is expressly qualified in its entirety by this
cautionary statement. Forward- looking information reflects management ’s current beliefs and is
based on information currently available to the Company. The forward- looking information is
made as of the date of this news release and the Company assumes no obligation to update or
revise such information to reflect new events or circumstances, except as may be required by
applicable law.
For more information on the Company, investors should review the Company ’s continuous
disclosure filings that are available on SEDAR+ at www.sedarplus.ca.