WEST Red Lake GOLD Announces Closing of Upsized $20 Million Bought Deal Public Offering
WEST RED LAKE GOLD ANNOUNCES CLOSING OF UPSIZED
$20 MILLION BOUGHT DEAL PUBLIC OFFERING
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
The shelf prospectus supplement and the corresponding base shelf prospectus
are accessible through SEDAR+
VANCOUVER, British Columbia, February 25, 2025 -- West Red Lake Gold Mines Ltd.
(“West Red Lake Gold” or “WRLG” or the “Company”) (TSXV: WRLG) (OTCQB: WRLGF)
is pleased to announce that it has closed its previously announced public offering (the “Offering”)
of 23,628,000 charity flow-through units of the Company (the “Charity Flow-Through Units”) at
a price of C$0.8487 per Charity Flow-Through Unit for aggregate gross proceeds to the Company
of $20,053,083.60 (the “Offering”). The Offering was led by Raymond James Ltd., as sole
underwriter and bookrunner (the “Underwriter”).
Each Charity Flow -Through Unit is comprised of one common share of the Company (each, a
“Flow-Through Unit Share ”) and one common share purchase warrant (each whole common
share purchase warrant, a “Flow-Through Unit Warrant”). Each Flow-Through Unit Warrant will
entitle the holder to acquire one common share of the Company for an exercise price of C$ 0.90
per share for 36 months from the closing date of the Offering (the “Closing Date”). The Flow -
Through Unit Shares and Flow -Through Unit Warrants will each be issued as “flow-through
shares” within the meaning of the Income Tax Act (Canada). Upon the exercise of the Flow -
Through Unit Warrants, the underlying common share will not be issued as “flow-through shares”
within the meaning of the Income Tax Act (Canada).
The gross proceeds of the Offering will be used to incur “Canadian development expenses”,
within the meaning of the Income Tax Act (Canada), on the Company’s assets.
“We were happy to welcome significant interest to this financing, which shows support for West
Red Lake Gold and highlights demand from investors for companies moving into production in an
excellent gold market,” said Shane Williams, President and CEO. “A strong treasury bolsters our
abilities at site during ramp up, mitigates potential risks, and supports investor confidence. We
look forward to providing ongoing updates from the mine, where underground development and
test mining are progressing well.”
In connection with the Offering, the Company filed a prospectus supplement (the “Supplement”)
dated February 20, 2025, 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
the Company’s profile on SEDAR+ at www.sedarplus.ca. An electronic or paper copy of the shelf
prospectus supplement and the corresponding base shelf prospectus may be obtained, without
charge, from the Company at Suite 3123 – 595 Burrard Street, Vancouver, British Columbia, V6X
1J1 or by email at [email protected].
The Company anticipates that 23,628,000 Warrants (being the aggregate number of Warrants
issued pursuant to the Offering) will be listed and commence trading on the TSX V enture
Exchange (the “TSXV”) on or around Friday, February 28, 2025 under the symbol WRLG.WT.C
shortly following closing. The ISIN and CUSIP numbers of the Warrants are CA95556L1765 and
95556L176 respectively. The Warrants are governed by the terms of a warrant indenture dated
February 25, 2025 between the Company and Odyssey Trust Company , as warrant agent (the
“Warrant Indenture”). A copy of the Warrant Indenture is available under the Company’s profile
on SEDAR+ at www.sedarplus.ca. Listing of the Warrants remains subject to TSXV approval.
Pursuant to the Offering, t wo insiders of the Company acquired 36,200 Charity Flow-Through
Units. Such participation is considered to be a "related party transaction" as defined under
Multilateral Instrument 61- 101 – Protection of Minority Security 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:
Gwen Preston
VP Communications
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, statements relating to the listing of the Warrants and TSXV approval
for the listing of the Warrants. 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 financ ial markets for
the Company ’s securities; fluctuations in commodity prices and changes in the Company ’s
business plans. Forward- looking information 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 attempted 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 assurance 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 forward- 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 ended 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 managem ent’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.