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Kirkland Lake Gold Reports Favourable Recommendation from Glass Lewis for Merger of Equals with Agnico Eagle Mines Limited

Glass Lewis becomes second leading independent proxy advisory firm to recommend Kirkland Lake Gold shareholders vote in favour of proposed merger of equals…

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  • Glass Lewis becomes second leading independent proxy advisory firm to recommend Kirkland Lake Gold shareholders vote in favour of proposed merger of equals with Agnico Eagle Mines Limited
  • Glass Lewis notes there is “adequate cause for investors to conclude the proposed arrangement is a strategically compelling merger of equals”
  • Shareholders are encouraged to vote well in advance of the proxy voting deadline of 11:00 am (EST) on November 24, 2021. Questions? Need help voting? Contact Kingsdale Advisors at 1.877.659.1824

TORONTO, Nov. 15, 2021 (GLOBE NEWSWIRE) — Kirkland Lake Gold Ltd. (“Kirkland Lake Gold”, the “Company” or “KL”) (TSX:KL) (NYSE:KL) (ASX:KLA) today announced that Glass, Lewis & Co., LLC (“Glass Lewis”) has become the second leading independent proxy advisory firm to recommend that the Company’s shareholders vote FOR the merger of equals (the “Merger”) with Agnico Eagle Mines Limited (“Agnico Eagle”) (TSX: AEM) (NYSE: AEM) by way of a plan of arrangement (the “Arrangement”). Glass Lewis’ endorsement follows a favourable report from Institutional Shareholder Services Inc. (“ISS”), released last week, which also recommended that shareholders vote FOR the Merger with Agnico Eagle (see the Kirkland Lake Gold press release dated November 10, 2021, entitled, “Kirkland Lake Gold Reports Favourable Recommendation from ISS for Merger of Equals with Agnico Eagle Mines Limited”).

On September 28, 2021, Kirkland Lake Gold and Agnico Eagle entered into a merger agreement pursuant to which Agnico Eagle will acquire all of the issued and outstanding common shares of Kirkland Lake Gold on the basis of 0.7935 of an Agnico Eagle common share for each Kirkland Lake Gold common share held. Upon completion of the Arrangement, existing Kirkland Lake Gold and Agnico Eagle shareholders are expected to own approximately 46% and 54% of the outstanding shares of the pro forma company, respectively.

In reaching its recommendation, Glass Lewis noted:

“Taken collectively, then, we believe there is adequate cause for investors to conclude the proposed arrangement is a strategically compelling merger of equals resulting from a lengthy and considered review yielding scrip-for-scrip terms reasonably reflective of the relative performance, resources and market value of the two firms involved.”

Tony Makuch, President and CEO of Kirkland Lake Gold, commented: “We are pleased that both of the leading proxy advisory firms have now recommended shareholders vote FOR the Merger with Agnico Eagle. We are particularly encouraged that, in providing their favourable recommendations, both Glass Lewis and ISS referenced the compelling strategic rationale for the combination, which was a key factor in our decision to merge. We are two companies that have low-cost, high-margin operations in favourable jurisdictions; that are committed to maintaining significant financial strength while also investing for future growth and returning significant capital to shareholders; and that share industry leadership in key areas such as growing reserves, building per share value and ESG. The Merger is the right strategic fit for our companies and our shareholders and will create a new leader in the gold mining industry.”

KIRKLAND LAKE GOLD MEETING

Kirkland Lake Gold’s special meeting (the “Meeting”) of shareholders in connection with the Arrangement will be held online at 11:00 a.m. (Toronto time) on November 26, 2021 in a virtual-only format, which will be conducted via live webcast available online using the TSX Trust virtual shareholder meeting platform at https://virtual-meetings.tsxtrust.com/1231, password “kirkland2021” (case sensitive). Kirkland Lake Gold shareholders of record as of the close of business on October 13, 2021 will be eligible to vote at the Meeting.

THE DEADLINE TO VOTE YOUR SHARES IS 11:00 A.M. (TORONTO TIME) ON NOVEMBER 24, 2021

Shareholders who have questions or require assistance voting their shares, should contact Kingsdale Advisors, the Company’s strategic shareholder advisor and proxy solicitation agent, by telephone at 1.877.659.1824 toll-free in North America (+1.416.867.2272 for collect calls outside of North America) or by e-mail at [email protected], or your professional advisor.

The Company’s joint management information circular outlines the benefits for Kirkland Lake Gold shareholders and the risks related thereto and provides details about the Arrangement, including details on how shareholders can vote their Kirkland Lake Gold shares.

For a more detailed description of the Arrangement, readers should review the Company’s joint management information circular and visit www.kl.gold/Agnico-Eagle–Kirkland-Lake-Gold-Merger.

ABOUT KIRKLAND LAKE GOLD LTD.

Kirkland Lake Gold Ltd. Is a low-cost senior gold producer operating in Canada and Australia that is targeting 1,300,000 – 1,400,000 ounces of production in 2021. The production profile of Kirkland Lake Gold is anchored by three high-quality operations, including the Macassa Mine and Detour Lake Mine, both located in Northern Ontario, and the Fosterville Mine located in the state of Victoria, Australia. Kirkland Lake Gold’s solid base of quality assets is complemented by district scale exploration potential, supported by a strong financial position, extensive management expertise and an overriding commitment to safe, responsible mining.

FOR FURTHER INFORMATION, PLEASE CONTACT:

Anthony Makuch, President, Chief Executive Officer & Director
Kirkland Lake Gold Ltd.
Phone: +1 416-840-7884
E-mail: [email protected]

Mark Utting, Senior Vice-President, Investor Relations
Kirkland Lake Gold Ltd.
Phone: +1 416-840-7884
E-mail: [email protected]

Cautionary Note Regarding Forward-Looking Information

This press release contains statements which constitute “forward-looking information” within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of Kirkland Lake Gold with respect to future business activities and operating performance. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and include information regarding: (i) expectations regarding timing of the Meeting, (ii) expectations regarding whether the proposed Arrangement will be consummated, (iii) expectations regarding the potential benefits and synergies of the Arrangement, (iv) expectations regarding Kirkland Lake Gold’s financial strength and capital markets profile following completion of the Arrangement, (v) expectations regarding future exploration, development and growth potential for Kirkland Lake Gold’s and Agnico Eagle’s operations, and (vi) expectations for other economic, business, and/or competitive factors.

Investors are cautioned that forward-looking information is not based on historical facts but instead reflect Kirkland Lake Gold’s management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although Kirkland Lake Gold believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the combined company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the ability to consummate the Arrangement; the ability to obtain requisite court, regulatory and shareholder approvals and the satisfaction of other conditions to the consummation of the Arrangement on the proposed terms and schedule; the ability of Kirkland Lake Gold and Agnico Eagle to successfully integrate their respective operations and employees and realize synergies and cost savings at the times, and to the extent, anticipated; the potential impact of the Arrangement on exploration activities; the potential impact of the announcement or consummation of the Arrangement on relationships, including with regulatory bodies, employees, suppliers, customers and competitors; the re-rating potential following the consummation of the Arrangement; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws; compliance with extensive government regulation; and the diversion of management time on the Arrangement. This forward-looking information may be affected by risks and uncertainties in the business of Kirkland Lake Gold and market conditions. This information is qualified in its entirety by cautionary statements and risk factor disclosure contained in filings made by Kirkland Lake Gold with the Canadian securities regulators, including Kirkland Lake Gold’s annual information form, financial statements and related MD&A for the financial year ended December 31, 2020, its interim financial reports and related MD&A for the period ended September 30, 2021 and its management information circular dated October 29, 2021 filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedar.com.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although Kirkland Lake Gold has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Kirkland Lake Gold does not intend, and does not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.



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Rio2 Limited and Sixth Wave Innovations Inc. Sign Contract for Further IXOS® Mining Technology Trials

NOT FOR DISTRIBUTION IN THE U.S. OR OVER U.S. NEWSWIRES HALIFAX, Nova Scotia and VANCOUVER, British Columbia, Aug. 16, 2021 (GLOBE NEWSWIRE) — Sixth…

NOT FOR DISTRIBUTION IN THE U.S. OR OVER U.S. NEWSWIRES

HALIFAX, Nova Scotia and VANCOUVER, British Columbia, Aug. 16, 2021 (GLOBE NEWSWIRE) — Sixth Wave Innovations Inc. (CSE:SIXW) (OTCQB:ATURF) (FSE:AHUH) (“Sixth Wave or SIXW or Company”) and Rio2 Limited (“Rio2) (TSXV:RIO) (OTCQX: RIOFF) (BVL: RIO) are pleased to announce the signing of a contract (“Contract”) which provides for the continuation of testing of SIXW’s patented IXOS® purification polymer (the “IXOS® Mining Technology”) at Rio2’s Fenix Gold Project in Chile using Rio2’s nearby Lince Infrastructure facilities. The Contract follows successful completion of testing done on representative samples of ore from Rio2’s Fenix Gold Project at Sixth Wave’s Salt Lake City, Utah facility undertaken pursuant to the non-binding Letter of Intent (“LOI”) entered into between Sixth Wave and Rio2 in September 2020. See Sixth Wave’s and Rio2’s joint press release dated September 14, 2020 for additional information regarding the LOI. The move to near-site testing represents a significant step forward, and investment by the two companies, in the trial test project.

Under the terms of the LOI, Rio2 sent representative ore samples from its Fenix Gold Project to Sixth Wave for testing and analysis. The testing confirmed that IXOS® Mining Technology outperformed activated carbon on several key metrics including gold adsorption efficiency, ease of elution, and overall adsorption kinetics. A comprehensive costs/benefit analysis was performed using the data obtained in the laboratory testing along with ongoing testing performed by Rio2 on activated carbon as part of their pilot operations. The analysis also detailed the expected plant size, potential CAPEX and OPEX savings, and expansion capability/pathways. IXOS® polymer is reusable and the potential for favorable usage life over activated carbon especially with scaling agents in the mine’s water source provided sufficient encouragement that the project should proceed to the next phase of test work.

Sixth Wave will perform recovery tests from leach solution using its IXOS® Mining Technology and the leaching columns already commissioned and utilized by Rio2 to evaluate adsorption kinetics and other parameters. Testing is expected to start in Q4 2021, post winter months, assuming that current COVID-19 restrictions in Chile will abate. The testing will include 50 days of on-site operation of the system under a variety of testing scenarios to validate IXOS® performance and determine additional details regarding the cost/benefit analysis. Tests with a parallel set of activated carbon columns will allow for direct comparison between the two adsorbents under common testing conditions. Potential positive environmental impact and reduced carbon footprint (CO2 emissions) of using IXOS® over activated carbon for the process plant will also be explored during this phase of the project. The IXOS® Mining Technology operates at significantly reduced power consumption with fewer reagents than activated carbon. Therefore, opportunities exist for enhancing Rio2’s environmental, social, and governance (ESG) posture should IXOS® Mining Technology continue to show advantages in overall process efficiency.

Consistent with the terms of the LOI, Rio2 will pay travel expenses, external test work, and the operation of the pilot equipment during the test. The SIXW team will be lead by Mr. Nicol Newton, Sixth Wave’s Director of Technical Services and a 20 year gold mining veteran. Mr. Newton will be accompanied by Dr. Glen Southard, one of the inventors and developers of IXOS® Mining Technology. Sixth Wave will provide in-kind labor to support testing and analysis and all of the testing apparatus/pilot equipment for use during the project. The field kit will be returned to SIXW upon completion of the pilot.

Upon successful completion and receipt of positive results from the column test pilot program, the companies will move to a second near site testing phase incorporating the IXOS® Mining Technology into a long term pilot plant that will operate alongside the currently planned carbon adsorption circuit, This will provide long-term operational data including the determination of the useful life of the IXOS® polymer beads, and specifications for full-scale implementation pegged to the mine operation and potential future mine expansion plans.

Sixth Wave continues to be very positive on the project and working relationship with Rio2. Moving to near-site testing with a solid and well focused test plan will validate and extend the laboratory testing already completed and help both companies make defensible, data driven decisions about next steps toward adoption,” noted Dr. Jon Gluckman, President and CEO of Sixth Wave. He went on to say, “We have really been impressed by the Rio2 team and the investment in time and resources that they are making to further this program. We will continue to do our part to deliver a positive return on this investment through our contributions to the cost sharing and delivering tangible benefits to Fenix Gold Project.”

“Rio2 is always looking to embrace and trial new technology with the objective of bringing enhanced value to our stakeholders through the reduced capex/opex opportunities that innovative technologies may bring. The Fenix Gold Project is currently the largest undeveloped gold heap leach project in the Americas and we look forward to working alongside Sixth Wave during the development phase of the project,stated Mr. Alex Black, President and CEO of Rio2 Limited.

About RIO2 Limited

Rio2 is a mining company with a focus on development and mining operations with a team that has proven technical skills as well as a successful capital markets track record. Rio2 is focused on taking its Fenix Gold Project in Chile to production in the shortest possible timeframe based on a staged development strategy. In addition to the Fenix Gold Project in development in Chile, Rio2 Limited continues to pursue additional strategic acquisitions where it can deploy its operational excellence and responsible mining practices to build a multi-asset, multi-jurisdiction, precious metals company.

To learn more about Rio2 Limited, please visit: www.rio2.com or Rio2’s SEDAR profile at www.sedar.com.

ON BEHALF OF THE BOARD OF RIO2 LIMITED

Alex Black
President, CEO & Director
Email: [email protected]
Tel: 1 (604) 260-2696

About Sixth Wave

Sixth Wave is a development stage nanotechnology company with patented technologies that focus on extraction, purification, and detection of target substances at the molecular level using highly specialized Molecularly Imprinted Polymers (MIPs). The Company is in the process of commercializing its, IXOS®, a line of extraction polymers for the gold mining industry.

Sixth Wave can design, develop and commercialize MIP solutions across a broad spectrum of industries. The company is focused on nanotechnology architectures that are highly relevant for detection, purification, and separation of viruses, biogenic amines and other pathogens, and nutraceuticals for which the Company has products at various stages of development.

For more information about Sixth Wave, please visit our web site at: www.sixthwave.com

ON BEHALF OF THE BOARD OF DIRECTORS

Jon Gluckman
Jonathan Gluckman, Ph.D., President & CEO

For information, please contact the Company:
Phone: (801) 582-0559
E-mail: [email protected]

Forward-Looking Statements

This press release contains forward-looking statements and forward-looking information (collectively “forward-looking information”) within the meaning of applicable securities laws, including statements regarding Rio2’s planned development of its Fenix Gold Project, other aspects of Rio2’s anticipated future operations and plans, and the testing and performance of Sixth Wave’s IXOS® Mining Technology.

All statements included herein, other than statements of historical fact, may be forward-looking information and such information involves various risks and uncertainties. Forward-looking information is often, but not always, identified by the use of words such as “seek”, “anticipate”, “plan”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “predict”, “potential”, “targeting”, “intend”, “could”, “might”, “should”, “believe”, and similar expressions. The forward-looking information is based on certain key expectations and assumptions made by management of Rio2 and Sixth Wave, including but not limited to: expectations concerning prevailing commodity prices, exchange rates, interest rates, applicable royalty rates and tax laws; capital efficiencies; legislative and regulatory environment of Chile; future production rates and estimates of capital and operating costs; estimates of reserves and resources; anticipated timing and results of capital expenditures; the sufficiency of capital expenditures in carrying out planned activities; performance; the availability and cost of financing, labor and services; and Rio2’s ability to access capital on satisfactory terms.

Rio2 and Sixth Wave believe the expectations reflected in these forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements in this press release should not be unduly relied upon. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in disclosure documents of both Rio2 and Sixth Wave on the SEDAR website at www.sedar.com or the websites of Rio2 (www.rio2.com) and Sixth Wave (www. www.sixthwave.com), ‎respectively.‎ In particular, successful commercial deployment of the IXOS® technology is subject to ‎the risk that the technology may not prove to be successful in achieving sufficient ‎environmental or production efficiencies, uncertainty of timing or availability of required ‎regulatory approvals, lack of track record of developing products for mining applications ‎and the need for additional capital to carry out product development activities.‎ Forward-looking statements included in this press release are made as of the date of this press release and such information should not be relied upon as representing its views as of any date subsequent to the date of this press release. Rio2 and Sixth Wave have attempted to identify important factors that could cause actual results, performance or achievements to vary from those current expectations or estimates expressed or implied by the forward-looking information. However, there may be other factors that cause results, performance or achievements not to be as expected or estimated and that could cause actual results, performance or achievements to differ materially from current expectations. Rio2 and Sixth Wave disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation.

This press 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 (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts the responsibility for the adequacy or accuracy of this release.






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Cartier Iron Announces Closing of Marketed Private Placement of Units & Flow-Through Units

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES (In Canadian Dollars unless otherwise stated)…

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

(In Canadian Dollars unless otherwise stated)

TORONTO, July 07, 2021 (GLOBE NEWSWIRE) — Cartier Iron Corporation (CSE:CFE) (“Cartier Iron” or the “Company”) is pleased to announce that it has closed its previously announced fully marketed private placement offering (the “Offering”) (see press releases dated June 14, 2021 and June 17, 2021) with Cormark Securities Inc. (“Cormark”) acting as the agent. Under the Offering, which includes the exercise in full of the option granted to Cormark, the Company issued: (i) 19,166,667 units of the Company (the “Units”) at a price of $0.09 per Unit for gross proceeds of $1,725,000.03, and (ii) 28,750,000 flow-through units of the Company (the “Flow-Through Units”, collectively with the Units, the “Offered Units”) at a price of $0.12 per Flow-Through Unit for gross proceeds of $3,450,000.

Each Unit consists of one common share of the Company (a “Common Share”) and one Common Share purchase warrant of the Company (a “Warrant”). Each Flow-Through Unit consists of one Common Share (a “Flow-Through Share”) and one Warrant, each of which qualifies as a “flow-through share” for the purposes of the Income Tax Act (Canada). Each Warrant entitles the holder to acquire one Common Share at an exercise price of $0.14 for a period of 36 months following the closing of the Offering.

The net proceeds from the sale of the Units will be used for exploration expenditures and for working capital and general corporate purposes. The proceeds from the sale of the Flow-Through Units will be used on exploration expenses as permitted under the Income Tax Act (Canada) to qualify as “Canadian exploration expenses”.

Additionally, the Company would like to again welcome as a new Company shareholder Peter Marrone, the founder and Executive Chairman of Yamana Gold Inc., who has known Dr. Bill Pearson, P. Geo., Chief Technical Advisor for Cartier, since 2006.

This press 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 (the “U.S. Securities Act“), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Cartier Iron Corporation

Cartier Iron is an exploration and development Company focused on discovering and developing significant iron ore resources in Quebec, and a potentially significant gold property in the province of Newfoundland and Labrador. The Company’s iron ore projects include the Gagnon Holdings in the southern Labrador Trough region of east-central Quebec. The Big Easy gold property is located in the Burin Peninsula epithermal gold belt in the Avalon Zone of eastern Newfoundland.

Please visit Cartier Iron’s website at www.cartieriron.com.

For further information please contact:    
     
Thomas G. Larsen   Jorge Estepa
Chief Executive Officer   Vice-President
(416) 360-8006   (416) 360-8006


The CSE has not reviewed nor accepts responsibility for the adequacy or accuracy of this release. Statements in this release that are not historical facts are “forward-looking statements”
and readers are cautioned that any such statements are not guarantees of future performance, and that actual developments or results, may vary materially from those in these “forward-looking statements”. 

PDF available: http://ml.globenewswire.com/Resource/Download/ffc200a8-d187-476c-9faf-5e463809baaa





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Aurcana Announces C$15.223 in Non-Brokered Private Placements With a Combination C$9.723 Million in Units and C$5.5 Million in Secured Convertible Debentures

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES VANCOUVER, British Columbia, Oct. 20, 2021 (GLOBE NEWSWIRE)…

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, British Columbia, Oct. 20, 2021 (GLOBE NEWSWIRE) — AURCANA SILVER CORPORATION (“Aurcana” or the “Company“) (TSXV: AUN) is pleased to announce that it has signed subscriptions for a non-brokered private placement offering (the “Unit Private Placement”) consisting of 13,891,072 Units (C$9,723,750.40 at a price of C$0.70 per Unit (the “Units”).

Each Unit will consist of one common share of the Company and one full common share purchase warrant (“Warrant”), with each Warrant entitling the holder thereof to purchase one common share at a price of C$0.90 for a period of 36 months following the closing of the Private Placement, subject to adjustment upon certain customary events.

The Company is also pleased to announce that its wholly-owned subsidiary, Rio Grande Mining Co. (“Rio Grande”) has signed a subscription for a non-brokered private placement offering (the “Debenture Private Placement”) of a secured convertible debenture (the “Debenture”) in the sum of $5.5 Million.

The Debenture will have a maturity date of four years from closing and shall bear interest at a rate of 5.75% per annum, payable semi-annually. The principal sum of the Debenture, or any portion thereof, may be converted by the holder into shares of the Company at a conversion price of C$0.74. Each C$1,000 face value of Debenture shall come with 1,351.35 share purchase warrants (“Debenture Warrants”), with each full Debenture Warrant entitling the holder to acquire one additional common share in the capital of the Company at a price of C$0.95 per share for a period of four years from closing.  

Subject to specific carve outs, the Debenture shall have first ranking security over the assets of Rio Grande including a pledge over the shares of Shafter Properties Inc., a wholly-owned subsidiary of the Company (“Shafter”).

The Company will be closing each of the Unit Private Placement and Debenture Private Placement subject to the approval of the TSX Venture Exchange.

The net proceeds of both Private Placements will provide additional contingency funding for the restart of the Company’s wholly-owned Revenue Virginius (RV) Mine as well as funding for growth of the resource base at the RV Mine which may enable the Company to grow future production volumes. Net proceeds will also be used for working capital and general and administrative expenses including potential opportunities to advance its wholly owned Shafter Project in light of the current silver price.

Finder’s fees to third parties may be paid in certain circumstances as part of the Unit Private Placement and the Debenture Private Placement, as permitted by the policies of the TSX Venture Exchange and in accordance with applicable securities laws.  The Debentures, Units, Conversion Shares, Warrants, Warrant Shares and any securities issued in connection with any finder’s fees, will be subject to a hold period of four months and one day after the date of issuance thereof.

The Units and Debentures will be issued on a private placement basis pursuant to applicable exemptions from prospectus requirements under applicable securities laws. The common shares and Warrants (and any common shares issued pursuant to the Warrants, as applicable) forming the Units and the common shares and Debenture Warrants issued upon conversion of the Debentures and any securities issued in connection therewith will be subject to a statutory hold period of four months and one day from the date of issuance of the Units and Debentures.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in the United States nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws and may not be offered or sold in the United States unless registered under the 1933 Act and any applicable securities laws of any state of the United States or an applicable exemption from the registration requirements is available.

ABOUT AURCANA SILVER CORPORATION

Aurcana Silver Corporation owns the Revenue-Virginius Mine, in Colorado, and the Shafter-Presidio Silver Project in Texas, US. The primary resource at Shafter and Revenue-Viriginius is silver. Both are fully permitted for production.

ON BEHALF OF THE BOARD OF DIRECTORS OF AURCANA SILVER CORPORATION

Kevin Drover
President & CEO

For further information, visit the website at www.aurcana.com or contact:

Aurcana Silver Corporation
850 – 789 West Pender Street
Vancouver, BC V6C 1H2
Phone: (604) 331-9333

Gary Lindsey, Corporate Communications
Phone: (720)-273-6224
Email: [email protected]

CAUTIONARY NOTES

This press release contains forward looking statements within the meaning of applicable securities laws. The use of any of the words “anticipate”, “plan”, “continue”, “expect”, “estimate”, “objective”, “may”, “will”, “project”, “should”, “predict”, “potential” and similar expressions are intended to identify forward looking statements. In particular, this press release contains forward looking statements concerning, without limitation, statements relating to the Private Placement (including with respect to the timing of closing of the Private Placement). Although the Company believes that the expectations and assumptions on which the forward looking statements are based are reasonable, undue reliance should not be placed on the forward looking statements because the Company cannot give any assurance that they will prove correct. Since forward looking statements address future events and conditions, they involve inherent assumptions, risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of assumptions, factors and risks. These assumptions and risks include, but are not limited to, assumptions and risks associated with the receipt of regulatory or shareholder approvals, and risks related to the state of financial markets or future metals prices.

Management has provided the above summary of risks and assumptions related to forward looking statements in this press release in order to provide readers with a more comprehensive perspective on the Company’s future operations. The Company’s actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward looking statements will transpire or occur, or if any of them do so, what benefits the Company will derive from them. These forward looking statements are made as of the date of this press release, and, other than as required by applicable securities laws, the Company disclaims any intent or obligation to update publicly any forward looking statements, whether as a result of new information, future events or results or otherwise.

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.






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