Fury Gold Mines Ltd 6-K, filed Jul 30, 2020
Fury Gold Mines Ltd (FURY)
6-K
2020-07-30
For: 2020-07-29
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Added on
April 10, 2026
About this 6-K
Fury Gold Mines Ltd filed this 6-K on July 30, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF
1934
For the month of July 2020
Commission File No.
001-38145
Auryn Resources
Inc.
(Translation of registrant's name into English)
(Translation of registrant's name into English)
Suite 600, 1199 West Hastings
Street
Vancouver, British Columbia, V6E 3T5 Canada
(Address of principal executive office)
Vancouver, British Columbia, V6E 3T5 Canada
(Address of principal executive office)
Indicate by check mark
whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F
Form
20-F [ ] Form
40-F [X]
Indicate by check mark
if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1) [ ]
Indicate by check mark
if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7) [ ]
SUBMITTED
HEREWITH
Exhibits
Press Release- Auryn to Acquire Eastmain Resources
and Spin Out Peruvian Assets
SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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AURYN RESOURCES INC.
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Date: July 29,
2020
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By:
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/s/ Elizabeth
Senez
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Elizabeth
Senez
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Interim
Chief Financial Officer
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Exhibit
99.1
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Auryn to Acquire Eastmain Resources and Spin Out Peruvian
Assets
Combination to Create Fury Gold, a Leading Canadian Gold
Developer
Vancouver
& Toronto, Canada – July 29, 2020 – Auryn Resources
Inc. (TSX: AUG, NYSE American: AUG) (“Auryn”) and Eastmain Resources
Inc. (TSX: ER) (“Eastmain”) are pleased to announce
that they have entered into a definitive agreement (the
“Agreement”)
pursuant to which Auryn will acquire all of the issued and
outstanding shares of Eastmain, immediately following a spin out of
Auryn’s Peruvian projects to Auryn shareholders and
completion of a concurrent financing (collectively, the
“Transaction”).
The Transaction will create Fury Gold Mines Limited
(“Fury Gold”)
and two independent spin-out entities (“SpinCos”) which will hold
Auryn’s Peruvian projects.
Concurrent
with the spin-out of the Peruvian projects, Fury Gold will
consolidate its shares by approximately 10:7 such that
approximately 110 million Fury Gold shares will be outstanding
after the Eastmain acquisition (pre-financing), of which 69% will
be owned by current Auryn shareholders and 31% will be owned by
current Eastmain shareholders. Fury Gold is expected to remain
listed on the TSX and NYSE American exchanges, and will be led by
new President & CEO, Mike Timmins, whose bio follows
below.
Eastmain
shareholders as of the closing date of the Transaction will be
entitled to receive approximately 0.117 of a Fury Gold share
(approximately 0.165 of an Auryn share pre-consolidation) for each
Eastmain share (the “Eastmain
Exchange Ratio”). After adjustment for the assumed
value of the SpinCo shares based on an independent valuation report
received by Auryn, the C$121M offer represents approximately C$0.42
per Eastmain share, representing a premium of 137% to the closing
market price of the Eastmain shares on July 29, 2020, and a premium
of 123% based on the 20 day volume weighted average price of the
Eastmain shares.
Transaction Highlights
●
Auryn to spin out
Peruvian assets into two new SpinCo companies – “SpinCo
Sombrero” consisting of the Sombrero project and
“SpinCo Curibaya” consisting of the Curibaya and
Huilacollo projects described below. Auryn engaged Evans and Evans Inc. to
provide a comprehensive valuation report on the value of the two
SpinCos. The midpoint of Evans & Evans, Inc.’s value
range for the SpinCos is US$45.5M.
●
Auryn shareholders
to receive approximately 0.7 shares of Fury Gold together with one
share in each SpinCo for each Auryn share held as of the closing
date of the Transaction.
●
Auryn to combine
its Canadian assets and operations (Committee Bay in Nunavut and
Homestake Ridge in British Columbia) with Eastmain’s assets
(Eau Claire and Eleonore South Joint Venture in Quebec) to create a
Canadian developer platform with an aggressive growth
strategy.
●
Mike Timmins,
former Agnico Eagle VP of Corporate Development, to lead Fury Gold
as President, CEO and Director.
●
Concurrent private
placement of Fury Gold subscription receipts, raising a minimum of
$15 million (the “Financing”).
●
Fury Gold to
commence a 50,000-meter drill program at Eau Claire shortly after
closing of the Transaction.
●
Fury Gold will
provide updated exploration plans for Homestake Ridge and Committee
Bay after closing of the Transaction.
Further Particulars of Transaction
Fury
Gold will have approximately 110 million shares issued and
outstanding (pre-financing) of which 69% will be owned by former
Auryn shareholders and 31% will be owned by former Eastmain
shareholders. Fury Gold will also have approximately 9 million
options and warrants outstanding on completion of the Transaction.
Any options or warrants exercised prior to the closing of the
Transaction will not alter the 69%/31% ownership of Fury
Gold.
The
spin out of Auryn’s Peruvian assets will result in two
independent companies, one holding the Sombrero property, and the
second holding the Curibaya and Huilacollo properties, with
approximately C$7.5 million in combined cash to fund their future
operations. Auryn shareholders will receive, for each Auryn share
held as of the closing date of the Transaction, a full share in
each of these two companies, which will be reporting issuers in
Canada. Stock exchange listings will not be immediately sought for
either SpinCo.
Holders
of Eastmain options will receive appropriately adjusted replacement
options of Fury Gold and Eastmain’s outstanding warrants will
be adjusted so that on exercise, holders will receive shares of
Fury Gold adjusted to reflect the Eastmain Exchange Ratio. Holders
of options and warrants of Auryn will receive appropriately
adjusted replacement options and warrants of New Auryn, which will
be exercisable into shares of Fury Gold and the two SpinCos as if
exercised prior to completion of the Transaction.
STRONG BENEFITS TO SHAREHOLDERS
Benefits
to Shareholders of Both Companies
●
The combination of
Eastmain’s portfolio with Auryn’s Canadian projects
into one Canadian-focused gold exploration and development
company;
●
An experienced
leadership team with exploration and development pedigrees and a
track record of creating shareholder value;
●
A strong technical
team, led by SVP of Exploration, Michael Henrichsen, P. Geo, with
access to a team of experts responsible for discovering and
developing millions of ounces of gold globally; and
●
A well-funded
company with ample resources for acceleration of step-out
exploration, drilling and development.
Benefits
to Auryn Shareholders
●
Adds a cornerstone
development project in Eau Claire, an advanced staged high-grade
gold project in close proximity to Newmont’s Eleonore gold
mine;
●
Separation of
Auryn’s opportunities by commodity and country, allowing for
Canadian and Peruvian projects to be valued separately;
and
●
100% participation
in the Peruvian projects through the SpinCos, each of which will
hold sufficient cash for exploration and the obtaining of
permits.
Benefits
to Eastmain Shareholders
●
Immediate premium
and strong re-rating potential;
●
Eliminates single
asset risk and enhances growth optionality; and
●
Participation in
the substantial upside of Committee Bay and Homestake
Ridge.
A Message from Ivan Bebek, Executive Chairman & Director of
Auryn:
“Auryn
has spent a considerable amount of time and money developing a
tier-one exploration portfolio. The splitting of Auryn should
unlock considerable value for Auryn shareholders, and importantly,
results in three, commodity-specific exploration companies
well-positioned for major discoveries as we head into the bull
market.
“Fury
Gold will combine the high-grade gold projects; Committee Bay in
Nunavut, Homestake Ridge in B.C and Eau Claire in Quebec, to offer
investors a robust Canadian, gold-focused exploration and
development company. We are very excited to welcome Mike Timmins as
CEO of this new endeavour and believe that his impressive pedigree
combined with our world-class technical team will successfully
execute on our goal of creating significant shareholder value
through discovery and development in all three
jurisdictions.
“Sombrero
and Curibaya are premier exploration targets in Peru and we are in
the final phases of permitting for inaugural drill programs. We
plan to significantly enhance the value of these entities over the
coming months, prior to their relisting, through achieving drill
permits, completing additional community agreements to provide
access to more areas, identifying additional high priority targets
and further value-added acquisitions.”
A Message from Laurie Curtis, Chairman of Eastmain:
“The
Board of Eastmain strongly endorses the Transaction, as we believe
it is in the best interests of all our shareholders and
stakeholders. Fury Gold will have the capability and access to
capital to develop and finance Eau Claire. We want to commend our
interim President and CEO Blair Schultz for his efforts in
delivering this strong partner and to thank our entire team for
their efforts moving this Transaction to a positive conclusion. The
time is right and Fury Gold opens up a new horizon for all of our
stakeholders.”
Fury Gold
Fury
Gold will hold three core Canadian gold projects: Eau Claire in
Quebec, Committee Bay in Nunavut and Homestake Ridge in British
Columbia. Secondary assets will include Gibson MacQuoid in Nunavut
and 36.7% of the Eleonore South Joint Venture in
Quebec.
Eau Claire (Quebec):
●
~113,000 hectares
in Central James Bay
●
PEA completed in
2018
●
Resource (as of
February 4, 2018):
o
Measured &
Indicated: 853,000 ounces of 6.18 g/t Au
o
Inferred: 500,000
ounces of 6.53 g/t Au
Committee Bay (Nunavut):
●
~300 km greenstone belt
●
Resource (as of May 31, 2017):
o
Indicated: 524,000
ounces of 7.85 g/t Au
o
Inferred: 720,000
ounces of 7.64 g/t Au
Homestake Ridge (British Columbia):
●
~7,500 hectares in the Golden Triangle
●
Amended PEA dated
June 24, 2020
●
Resource (as of May 29, 2020):
o
Indicated: 165,000
ounces of 7.02 g/t Au
o
Inferred: 816,000
ounces of 4.58 g/t Au
A Message from Mike Timmins, President & CEO of
Fury:
“I
am excited by this new opportunity presented by Fury Gold. The
Transaction reflects Auryn’s long-term strategy of acquiring
promising, early-stage gold projects and leveraging a broad range
of technical skill sets to add value through focused exploration
and development. I look forward to leading a team of experienced
and talented professionals that are capable of taking big steps to
drive growth.”
Proposed Board of Directors of Fury Gold
The
proposed board will consist of current Auryn directors, Ivan Bebek,
Jeffrey Mason and Steve Cook, current Eastmain directors, Michael
Hoffman and Blair Schultz, with the addition of Mike Timmins as CEO
and director.
Ivan Bebek, Chair:
Mr.
Bebek has over 20 years of experience in mineral project
acquisition, financing and exit strategies. Mr. Bebek was formerly
the President, CEO and co-founder of Cayden Resources, which was
sold to Agnico Eagle Mines for $205 million in November 2014, and a
co-founder of Keegan Resources (now Galliano Gold). Mr. Bebek is a
cofounder, Co-Chairman and Director of Torq Resources (formerly,
Stratton Resources).
Mike Timmins, President, Chief Executive Officer,
Director:
Mr.
Timmins brings over 20 years of experience as a mining executive
from his work with a number of companies, including Agnico Eagle
Mines and Placer Dome. Mr. Timmins was Vice President of Corporate
Development at Agnico, where he played a key role in the
development of the Kittila mine in northern Finland and in the
acquisition of Osisko Mining for C$3.9 billion. He has degrees from
Queen’s University (EMBA), the University of British Columbia
(M. Sc. Metallurgy) and Bishop’s University (B.Sc.). Mr.
Timmins also serves as a Director and Audit Committee member for
Excellon Resources.
Blair Schultz, Director:
Mr.
Schultz, a director of Eastmain since April 2016, brings over
20 years of experience in financial, operational and capital
markets. He spent 14 years at K2 and Associates Investment
Management Inc. before taken on several board and executive roles
at mining companies, most notably the resurrection of Klondex
Mining. More recently he organized the spinout 1911 Gold Corp from
Klondex and RTO’d Arizona Metals into a CPC shell. He is
currently on the Board of Directors for 1911 Gold Corp and Solstice
Gold Corp. Mr. Schultz holds an Honours Bachelor of Mathematics
degree from the University of Waterloo with a Business
Administration option from Wilfred Laurier University.
Jeffrey Mason, Director:
Mr.
Mason is a CPA and holds an ICD.D. He has extensive experience in
the exploration, development, construction and operation of
precious and base metals projects in the Americas, Asia and Africa,
including 15 years as a Principal, Board Director and Chief
Financial Officer for the Hunter Dickinson group of companies. He
began his career with Deloitte LLP as a CPA, followed by six years
at Barrick Gold Corporation. Overall, Mr. Mason has served as Chief
Financial Officer, Chief Financial Officer, Corporate Secretary and
Board Director for over 20 public companies listed on the TSX,
TSXV, NYSE American and NASDAQ. Most recently, he was the
Chair of the board and interim CEO of Great Panther Mining.
Mr. Mason currently serves as an Independent Director of Torq
Resources.
Steve Cook, Director:
Mr.
Cook is a practicing tax partner at the law firm of Thorsteinssons
LLP in Vancouver. He received his B. Comm. and LL.B. degrees from
the University of British Columbia and was called to the British
Columbia Bar in 1982. Mr. Cook is a specialist in corporate and
international tax planning, offshore structures, representation and
civil and criminal tax litigation. He has served on the board of
Brett Resources, prior to it being acquired by Osisko Mining, and
Cayden Resources, prior to it being acquired by Agnico Eagle Mines.
Mr. Cook currently serves as a Director of Torq Resources and
Lasalle Exploration.
Michael Hoffman, Director:
Mr.
Hoffman, a director of Eastmain since March 2016, is an experienced
mining executive with over 30 years of practice including
engineering, mine operations, corporate development, projects and
construction. Mr. Hoffman also has direct northern Canadian mining
experience including operations and projects. He currently serves
as a director of Velocity Minerals and 1911 Gold. Mr. Hoffman is a
Mining Engineering graduate from Queen’s University and is a
Professional Engineer in the province of Ontario. He is also a
member of the Institute of Corporate Directors.
Proposed Advisory Board
Shawn Wallace:
Mr.
Wallace has been involved in all aspects of the mining
industry, from mineral exploration and project management, to
financing, mergers & acquisitions and corporate development.
Over the past 30 years, Mr. Wallace has been instrumental in
building numerous high-quality mineral exploration, development and
production companies, including co-founding Cayden Resources, which
was acquired by Agnico Eagle Mines for $205 million. Mr. Wallace is
also a co-founder and Director of Asanko Gold (now Galliano Gold)
and a co-founder, Co-Chairman and Director of Torq
Resources.
Laurie Curtis:
Mr.
Curtis is a professional geologist who has spent over 50 years
exploring and developing mining assets, especially in the Americas.
He founded Intrepid Minerals, which transitioned through merger and
acquisition to Intrepid Mines, which became a gold producer and
developer. He has been actively involved as Director on the boards
of several junior developers with producing mines, including
Wheaton River Minerals, High River Gold Mines, Breakwater Resources
and Buryatzoloto. Later in his career, Laurie shifted to the
financial sector as a Mining Research Analyst for Clarus Securities
then subsequently as Vice President, Senior analyst for Dundee
Capital Markets. He joined Eastmain as a Director and Chairman in
September 2015 and currently also serves as a Director of Excellon
Resources. Laurie graduated with a BSc (Hons) from the Australian
National University, a PhD at University of Toronto, and is
Registered Professional Geoscientist in Ontario.
Peruvian Spin-Out Projects
Auryn
will spin out its Peruvian projects to Auryn shareholder via two
recently formed British Columbia companies. Auryn shareholders, as
of the effective date of the Transaction, will receive one full
share of each of the SpinCos for each Auryn share. The SpinCos will
be reporting issuers in Canada and will rely on an exemption from
registration the United States under section 12g3-2(b) of the 1934
Exchange Act for Canadian reporting issuers who make their Canadian
filings available in the US. The SpinCos are likely to seek stock
exchange listings once they achieve certain milestones
including:
Sombrero
●
Obtaining drill
permits, currently in progress;
●
Completing
additional surface exploration and drill targeting on numerous
targets that are in the process of being identified;
and
●
Securing additional
community agreements.
Curibaya
●
Completing drill
targeting, currently underway;
●
Obtaining drill
permits, process initiated and underway; and
●
Acquiring
additional high-quality assets for its exploration
portfolio.
Sombrero SpinCo:
The
North Sombrero and South Sombrero properties comprise over 130,000
hectares to be owned or optioned by this SpinCo. The copper-gold
concessions are located 340 kilometers SE of Lima in southern Peru
and are hosted in the Andahuaylas-Yauri belt. This belt is
interpreted to be the north-western extension of the
Eocene-Oligocene aged copper-gold porphyry and skarn belt that
hosts the Las Bambas, Haquira, Los Chancas, Cotambambas,
Constancia, Antapaccay and Tintaya deposits. The project is
characterized by multiple mineralized intrusive centers with
significant copper and gold values from surface samples. The
principal targets at Sombrero are copper-gold skarn, porphyry
systems and precious metal epithermal deposits.
Curibaya SpinCo – Curibaya and Huilacollo:
The
Curibaya Spinco will have 100% ownership of the Curibaya project
which consists of approximately 11,000 hectares. The Curibaya
project is located 48 km north-northeast of the provincial
capital, Tacna, and is accessible by road in two and a half hours.
It covers the regional Incapuquio fault zone and subsidiary
structures, which are interpreted as one of the fundamental
controls for both epithermal and porphyry styles of mineralization
within the region. Initial surface sampling programs at Curibaya
have returned numerous high-grade samples of silver, gold and
copper over a four-kilometer by four-kilometer alteration
system.
The
Huilacollo epithermal property is comprised of approximately 3,300
hectares of intense hydrothermal alteration that is consistent with
epithermal Au/Ag mineralization over a four-kilometer by
six-kilometer area. It is located 52 km from Tacna and is
accessible by road with nearby high-voltage power lines and water.
Contiguous to the Huilacollo property are the Tacora and Andamarca
properties, which Auryn acquired in August 2017. Auryn’s
technical team believes the epithermal system on the Tacora
licenses is the continuation of the same oxide gold epithermal
system observed on the Huilacollo licenses. The Andamarca license
provides Auryn with a strategic land position that is considered
important from an infrastructure standpoint if future mining were
to occur.
Other Transaction Information
The
Transaction will be legally implemented by way of two statutory
plans of arrangement (collectively, the “Arrangements”), one involving
Auryn under the Business
Corporations Act (British Columbia) and one by Eastmain
under the Business Corporations
Act (Ontario). Full details of the Transaction and each of
the Arrangements will be included in the two information circulars
that are expected to be filed with the applicable securities
regulatory authorities and mailed to Auryn and Eastmain
securityholders in connection with their respective meetings. It is
anticipated that a special meeting of the securityholders of
Eastmain and an annual and special meeting of the securityholders
of Auryn will be held in September 2020. Eastmain and Auryn
securityholders are urged to read the respective information
circulars once they are available, as they will contain additional
important information about the Transaction including details about
the tax treatment of the SpinCo portion of the Transaction for
Canadian and US Auryn Shareholders. The Transaction is expected to
be completed later in the year.
The
Transaction is subject to a number of customary closing conditions,
including the approval by a special majority of securityholders of
both companies and the completion of the Financing, as well as
approval of the Arrangements under British Columbia and Ontario law
and approval of the TSX and NYSE American. The terms of the
Financing, including pricing, will be settled in the context of the
market after this announcement and the securities issued upon
conversion of the subscription receipts issued under the Financing
will not be subject to hold periods in Canada as a consequence of
being issued in connection with the Arrangements. The securities
issued in the Financing will be offered and sold pursuant to
prospectus and registration exemptions and will only be offered
where, and to whom, permitted by applicable law. A subsequent news
release will provide the details of the Financing when they are
determined.
Pursuant
to the Agreement, each company is subject to customary
non-solicitation covenants. In the event a superior proposal is
made to a company, the other has the right to match such proposal.
Under certain circumstances where the transaction is not completed
because of a third-party superior proposal received by Eastmain or
Auryn, the party accepting a superior proposal has agreed to pay a
termination fee of 3.75% based on the defined value of the superior
proposal.
None of
the securities to be issued pursuant to the Arrangements including
the Financing have been or will be registered under the United
States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any
state securities laws, and any securities issued in the Arrangement
are anticipated to be issued in reliance upon available exemptions
from such registration requirements pursuant to Section 3(a)(10) of
the U.S. Securities Act and applicable exemptions under state
securities laws. This press release does not constitute an offer to
sell or the solicitation of an offer to buy any
securities.
Board of Directors’ Recommendations
Each of
the Boards of Directors of Auryn and Eastmain, following
consultation with their financial and legal advisors and the
recommendation of the respective special committees (each, a
“Special
Committee”) formed to consider the Transaction, have
unanimously approved the Transaction. Both Boards of Directors
recommend that their respective securityholders vote in favour of
the resolutions to approve the Transaction.
Stifel
Nicolaus Canada Inc. (“Stifel
GMP”) has provided a verbal fairness opinion to the
Board of Directors and the Special Committee of Auryn stating that,
as of the date thereof and, based upon and subject to the
assumptions, limitations, and qualifications stated in such
opinion, that the transaction
contemplated by the Arrangement is fair, from a financial
point of view, to Auryn shareholders. Maxit Capital LP
(“Maxit
Capital”) has provided a fairness opinion to the Board
of Directors and the Special Committee of Eastmain that, as of the
date thereof and, based upon and subject to the assumptions,
limitations, and qualifications stated in such opinion,
that the consideration offered under
the Arrangement is fair, from a financial point of view, to
Eastmain shareholders.
The
directors and officers of each of Auryn and Eastmain, collectively
holding 17,097,116 Auryn securities and 16,962,821 Eastmain
securities, have entered into voting agreements with Eastmain and
Auryn, respectively, under which they agree to vote in favour of
the resolutions approving the Transaction. In addition,
shareholders of Eastmain collectively holding 20,635,398 Eastmain
securities have entered into agreements with Auryn agreeing to vote
the Eastmain securities they hold as of the record date in support
of the resolutions approving the Transaction. Russell Starr, former
investor relations executive with Auryn has left the
Company’s employ as of July 18, 2020 to pursue other
opportunities. Mr. Starr will continue to assist Auryn as a
consultant.
Advisors and Counsel
Auryn
has engaged Minvisory Corp as its financial advisor and McMillan
LLP as its legal counsel. Auryn’s Special Committee retained
Stifel GMP as its financial advisor and Blake, Cassels &
Graydon LLP as its legal counsel.
Eastmain
has engaged Maxit Capital as its financial advisor and Cassels
Brock & Blackwell LLP as
its legal counsel.
Qualified Person and Technical Information
The
technical information contained in this news release relating to
Auryn has been approved by Michael Henrichsen, Chief
Geologist of
Auryn, who is a
“qualified person” within the meaning of National
Instrument 43-101 - Standards of
Disclosure for Mineral Projects.
The
technical information contained in this news release relating to
Eastmain has been approved by Bill McGuinty, VP of Exploration of
Eastmain, who is a
“qualified person” within the meaning of National
Instrument 43-101 - Standards of
Disclosure for Mineral Projects.
For
additional information, including with respect to the key
assumptions, parameters and methods used in respect of the resource
estimate for Eau Claire, refer to the technical report entitled
“Technical Report, Updated Mineral Resource Estimate and
Preliminary Economic Assessment on the Eau Claire Gold Deposit,
Clearwater Property, Quebec, Canada” with an effective date
of February 4, 2018 and dated July 3, 2018, available on
SEDAR.
For
additional information, including with respect to the key
assumptions, parameters and methods used in respect of the resource
estimate for Committee Bay, refer to the technical report entitled
“Technical Report on the Committee Bay Project, Nunavut
Territory, Canada” with an effective date of May 31, 2017 and
dated October 23, 2019, available on SEDAR.
For
additional information, including with respect to the key
assumptions, parameters and methods used in respect of the resource
estimate for Homestake Ridge, refer to the technical report
entitled “Technical Report, Updated Mineral Resource Estimate
and Preliminary Economic Assessment on the Homestake Ridge Gold
Project, Skeena Mining Division, British Columbia” with an
effective date of May 29, 2020 and amended and restated
effective June 24,
2020, available on SEDAR.
There
are no mineral resource or mineral reserve estimates on any of the
properties to be held by the SpinCos. There is no certainty that
future mineral resources or reserves will be defined on these
properties. In addition, if mineral resources and reserves are
defined, the quantity of mineral resources and reserves may vary
depending on, among other things, fluctuations in gold and other
base or precious metals prices, results of drilling, metallurgical
testing and production and the evaluation of studies, reports and
plans subsequent to the date of hereof.
Conference Call:
To discuss the
transaction, Auryn and Eastmain will host a conference call
on Thursday, July 30th at 8:00 AM PDT/11:00 AM
EDT.
A link to the live webcast of the conference call will be on
Auryn’s website at www.aurynresources.com,
as well as on the Fury Gold website at www.furygoldmines.com.
For
those preferring to listen by telephone, please dial 416-764-8659
or toll-free 1-888-664-6392. To ensure your participation, please
call approximately five minutes prior to the scheduled start of the
call.
To
listen to the replay, please dial 416-764-8677 or toll-free
1-888-390-0541, access code 944859.
The
webcast, along with presentation slides, will be archived on the
websites.
ON
BEHALF OF THE BOARD OF DIRECTORS OF AURYN RESOURCES
INC.
Ivan Bebek
Executive
Chairman and Director
AND ON
BEHALF OF THE BOARD OF DIRECTORS OF EASTMAIN RESOURCES
INC.
Blair Schultz
Interim President and CEO
For
further information please contact:
Auryn
Resources
Natasha
Frakes, Manager of Corporate Communications
778-729-0600
info@aurynresources.com
Eastmain
Resources
Blair
Schultz, Interim President and CEO
647-347-3735
bschultz@eastmain.com
About Auryn
Auryn
is a technology-driven, well-financed junior exploration company
focused on finding and advancing globally significant precious and
base metal deposits. Auryn has a portfolio approach to asset
acquisition and has six projects, including two flagship projects:
the Committee Bay high-grade gold project in Nunavut and the
Sombrero copper-gold project in southern Peru. Auryn’s
technical and management teams have an impressive track record of
successfully monetizing assets for all stakeholders and local
communities in which it operates. Auryn conducts itself to the
highest standards of corporate governance and
sustainability.
About Eastmain
Eastmain
is a Canadian exploration company operating in the Eeyou Istchee
emerging James Bay gold camp in Québec. Eastmain holds a
100%-interest in the Clearwater Property, host of the Eau Claire
Project, for which it issued a Preliminary Economic Assessment
(“PEA”) in May 2018, and the Percival Discovery made in
November 2018. Eastmain is also the operator of the
Éléonore South Joint Venture, located immediately south
of Newmont’s Éléonore Mine, which hosts the
Moni/Contact Trend Discovery (2017).
Forward Looking Information and Additional Cautionary
Language
This release includes certain statements that may be deemed
“forward-looking statements”. Forward-looking
information is information that includes implied future performance
and/or forecast information including statements with respect to
the Transaction, including the benefits of the Transaction, the
creation of Fury Gold and its board of directors and advisory
board, the terms and completion of the Financing, Fury Gold’s
exploration and development plans, the application to list Fury
Gold on the TSX and NYSE American, the anticipated meeting dates
and mailing of the information circulars in respect of the
meetings, timing for completion of the Transaction and receiving
the required regulatory and court approvals, and title to mineral
concessions. These statements involve known and unknown risks,
uncertainties and other factors which may cause actual results,
performance or achievements of the Company and Eastmain to be
materially different (either positively or negatively) from any
future results, performance or achievements expressed or implied by
such forward-looking statements. Readers should refer to the risks
discussed in (i) Auryn’s Annual Information Form and MD&A
for the year ended December 31, 2019 and subsequent continuous
disclosure filings with the Canadian Securities Administrators
available at www.sedar.com and
the Company’s registration statement on Form 40-F filed with
the United States Securities and Exchange Commission and available
at www.sec.gov.
and (ii) Eastmain’s Annual Information Form and MD&A for
the year ended October 31, 2019 and subsequent continuous
disclosure filings with the Canadian Securities Administrators
available at www.sedar.com
Cautionary Note to US Investors
This
news release has been prepared in accordance with the requirements
of Canadian National Instrument 43-101 - Standards of Disclosure
for Mineral Projects (‘‘NI 43-101’’) and
the Canadian Institute of Mining, Metallurgy and Petroleum
Definition Standards, which differ from the requirements of U.S.
securities laws. NI 43-101 is a rule developed by the Canadian
Securities Administrators that establishes standards for all public
disclosure an issuer makes of scientific and technical information
concerning mineral projects. Accordingly, information
contained or incorporated by reference in this news release that
describes mineral deposits may not be comparable to similar
information made public by issuers subject to the United States
Securities and Exchange Commission’s reporting and disclosure
requirements applicable to domestic United States
issuers.
Disclaimer
The
Toronto Stock Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this
release.