Lupaka Gold (LPK-V) Aug 7, '14 has raised gross proceeds of $1,610,000, pursuant to the closing of a non-brokered private placement of 8,050,000 units priced at $0.20 per Unit.Mr. Eric Edwards, President and CEO of Lupaka Gold commented on the successful Placement stating, "Being able to close a significant financing in this market shows the strength of the Company's business plan, belief in our team, and investor confidence in the Invicta Gold Project. We welcome a number of new investors to Lupaka Gold, and are pleased that some of our current shareholders have also seen this Placement as an opportunity to increase their holdings in Lupaka Gold."
Mr. Edwards further commented on the Company's exploration vision, "While our efforts through early next year will be primarily focused on getting our Invicta Gold Project into production and generating cash flow, we remain committed to delivering the full exploration upside of our Crucero, Josnitoro, and Invicta gold projects."
The Company issued 8,050,000 Units at $0.20 per Unit. Each Unit consists of one common share and one transferable common share purchase warrant (each, a "Warrant"). Each Warrant entitles the holder to purchase one additional common share, exercisable at $0.30 for a period of thirty six months from closing. Insiders of the Company have purchased 1,050,000 Units. The shares and Warrants issued in the Placement are subject to a four-month hold period.
The Warrants are subject to an acceleration clause in the event the closing price of Lupaka Gold's common shares is greater than $0.40 for a period of 20 consecutive trading days, Lupaka Gold may accelerate the expiry date of the warrants by giving notice to the holders thereof through the issuance of a press release. In such case the Warrants will expire on the 30th day after the date on which such notice is given.
Gordon Ellis, Eric Edwards, Darryl Jones, Stephen Silbernagel and Norman Keevil, Directors and Officers of the Company, acquired Units under the Placement. Their participation is considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions. The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units issued to them, or the consideration paid, exceeded 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the Placement as the details of the participation therein by related parties of the Company were not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons.
Finders' fees payable in connection with the Placement consisted of a total of $64,500 cash and 322,500 finders' warrants.
Proceeds from the Placement will be applied toward initial capital and mine development expenditures to commence production at the Invicta Gold Project.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The Securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless an exemption from such registration is available.
Lupaka Gold's Interest in Southern Legacy
The Company recently sold its ~17% equity ownership interest in Southern Legacy Minerals Inc. (LCY-V), for net cash proceeds of approximately $1.0 million.
About Lupaka Gold
Lupaka Gold is a Peru-focused gold explorer and developer with geographic diversification and balance through its interest in asset-based resource projects spread across three regions of Peru.
As of the date hereof, Lupaka Gold has cash reserves of approximately $3.6 million.
The Company's 100% owned Invicta Gold Project (central Peru) has near-term underground gold and poly-metallic production potential. The Company plans to implement a 300 tpd mining operation and complete permitting, development and engineering with production to commence by the end of Q1-2015.
Lupaka Gold's flagship exploration project is the Crucero Gold Project, its 5,500 hectare gold property located in southern Peru. Crucero has an indicated mineral resource estimate of 1,003,041 ozs Au contained in 30,919,873 tonnes at 1.02 gpt gold (capped), and an inferred mineral resource estimate of 1,027,806 ozs Au contained in 31,201,648 tonnes at 1.03 gpt gold (capped), and the Company is actively exploring the property to identify future drill targets. These mineral resource estimates have been constrained by a conceptual pit shell in order to confirm reasonable prospects of economic extraction as set out in the CIM Definition Standards for Mineral Resources and Mineral Reserves and NI 43-101.
In November 2013, the Company optioned the Josnitoro Gold Project from Hochschild Mining PLC. The project is located approximately 600 kilometres by road southeast of Lima in the Department of Apurimac, southern Peru. Historical work on the disseminated gold zones includes over 170 shallow drill holes and extensive surface trenching.
Qualified Person
The technical information in this document has been reviewed and approved by Julio Castañeda Mondragon, MAIG, the President of Lupaka Gold Peru S.A.C., a Peruvian subsidiary of the Company, and a Qualified Person as defined by National Instrument 43-101. Mr. Castañeda has verified the scientific and technical information, including sampling, analytical and test data underlying the information or opinions contained in this news release.
The Crucero A-1 mineral resource estimates referred to in this news release are disclosed in the technical report with effective date January 17, 2013, amended and re-stated October 22, 2013, titled "Technical Report for the Crucero Property, Carabaya Province, Peru", and prepared by Tetra Tech WEI Inc. and SRK Consulting (Canada) Inc. The Technical Report is available at www.sedar.com under Lupaka Gold's profile. |
