Integra Resources (ITR-Cse) Nov 3rd 2017 has completed the acquisition of an entity holding the DeLamar gold and silver project in southern Idaho from a subsidiary of Kinross Gold Corp. for $7.5-million, and the issuance of 5,545,987 common shares of the company which constitutes 9.9 per cent of all issued and outstanding shares. The project is also subject to a retained variable net smelter return royalty payable to Kinross. In connection with the completion of the transaction, the common shares of the Company have been approved for listing on the TSX Venture Exchange, de-listed from the Canadian Securities Exchange and it is anticipated that the shares will commence trading on the TSXV under the symbol "ITR" on or about Tuesday Nov. 7, 2017.
As previously announced on October 30, 2017, the Company completed a subscription receipt financing led by GMP Securities L.P., and including Raymond James Ltd., Cormark Securities Inc., Macquarie Capital Markets Canada Ltd., PI Financial Corp. and Paradigm Capital Inc. (collectively, the "Agents"), whereby the Company issued 32,072,677 subscription receipts ("Subscription Receipts") at a price of C$0.85 per Subscription Receipt for aggregate gross proceeds of approximately C$27,260,000 (the "Offering"). The proceeds from the Offering, less certain expenses, were placed into escrow on completion of the Offering. In connection with the completion of the Transaction, the Subscription Receipts were converted on a one-for-one basis into a total of 32,072,677 common shares of the Company. The escrowed proceeds from the Offering, less the Agent's commission, certain fees and expenses, including a cash payment of C$3,000,000 to Kinross as partial consideration for the acquisition of the Project, have been released from escrow to the Company. As of today, Kinross owns approximately 9.9% of the total number of issued and outstanding common shares of the Company.
For further information with respect to the Transaction and the Company, including the Property and the Offering, please refer to the Company's listing application dated November 3, 2017 and posted under the Company's issuer profile on SEDAR at www.sedar.com.
Revised Financial Statements
The Company will also re-file its unaudited interim condensed consolidated financial statements for the six months ended June 30, 2017 (the "Interim Financial Statements") to update and clarify certain disclosures. These disclosures do not impact the consolidated statements of financial position, consolidated statements of comprehensive loss, consolidated statements of shareholders' equity or consolidated statements of cash flows previously filed. The Interim Financial Statements have been revised to reflect the consolidation of the Company's common shares on a 1:2.5 basis completed in August, 2017 and revisions to the subsequent event notes updated to November 3, 2017. All of the other information contained in the original Interim Financial Statements, which was filed on SEDAR on August 28, 2017, remains unchanged. The revised Interim Financial Statements have been re-filed and can be viewed on the Company's issuer profile on SEDAR at www.sedar.com.
Granting of Stock Options
The Company also announces that it has granted incentive stock options to its directors, officers, and employees, exercisable to purchase in aggregate up to 4,150,000 common shares in the capital of the Company until November 3rd, 2022, at an exercise price of $1.00 per share. The options were granted in accordance with Integra's Stock Option Plan and are subject to vesting provisions.
Escrow
A total of 8,057,355 common shares of the Company held by certain principals and insiders of the Company are subject to a 36 month TSXV imposed escrow with such shares to be released based on the following schedule: 10% released on the date that the shares are listed on the TSXV with an additional 15% to be released 6, 12, 18, 24, 30 and 36 months thereafter.
About Integra Resources
Integra Resources Corp., formerly, Mag Copper Limited, is a development-stage company engaged in the acquisition, exploration and development of mineral properties in the Americas. The management team comprises the former executive team from Integra Gold Corp.
ON BEHALF OF THE BOARD OF DIRECTORS
George Salamis
CEO & President
CONTACT INFORMATION
Corporate Inquiries: Chris Gordon, chris@integraresources.com
Or visit the company website: www.integraresources.com |
