Fury Gold Mines Ltd 6-K, filed Aug 31, 2020
Fury Gold Mines Ltd (FURY)
6-K
2020-08-31
For: 2020-08-31
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Added on
April 10, 2026
About this 6-K
Fury Gold Mines Ltd filed this 6-K on August 31, 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 August 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 and Eastmain Announce a C$22.5 Million
Equity Financing
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: August 31,
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 and Eastmain Announce a C$22.5 Million Equity
Financing
Vancouver
& Toronto, Canada – August 31, 2020 – Auryn
Resources Inc. (TSX: AUG, NYSE American: AUG) (“Auryn” or the “Company”) and Eastmain
Resources Inc. (TSX: ER) (“Eastmain”) are pleased to jointly
announce that Auryn has entered into an agreement with a syndicate
of Canadian underwriters in connection with a bought deal private
placement financing (the "Bought
Deal Offering") of an
aggregate of 7,500,000 subscription receipts of the Company (the
"Subscription Receipts") to
raise gross proceeds of C$22,500,000. The Subscription Receipts
will be exchanged for common shares of Auryn concurrently with
completion of the recently announced transaction whereby Auryn will
acquire Eastmain (“Eastmain
Transaction”) after spinning-out Auryn’s
Peruvian operations to Auryn shareholders. The Eastmain Transaction
will create Fury Gold Mines Limited (“Fury Gold”), a leading developer of
Canadian gold projects. It will also result in two additional new
independent companies holding Auryn’s Peruvian projects. The
sale of Subscription Receipts will fulfill a principal condition of
the Eastmain Transaction.
A Message from Ivan Bebek, Executive Chairman & Director of
Auryn:
“We
are excited to welcome these investors as new shareholders of Fury
Gold and to position the company with $22.5 million to carry out
its aggressive growth plans through exploration and development
over the next 12 months. With this financing condition met, we look
forward to our planned 50,000-meter drill program commencing this
fall to expand the Eau Claire high-grade gold deposit, following
the closing of the Eastmain Transaction.”
A Message from Blair Schultz, Interim President & CEO of
Eastmain:
“This financing is a big step forward for Eastmain as
we prepare to become Fury Gold Mines shareholders. Fury is
creating a Canadian focused gold company, well positioned to
capitalize on the opportunities at Eau Claire and across its
pipeline of high-grade gold assets.”
The
Subscription Receipts are being concurrently sold in two tranches.
The first tranche of Subscription Receipts will be issued at a
price of C$2.00per Subscription Receipt for gross proceeds of
C$5,000,000 and the second tranche of Subscription Receipts will be
issued at the higher price of C$3.50 per Subscription Receipt (the
“FT Price”) and
will be exchanged for Fury Gold shares, which are designated as
flow through shares as described below. Pricing of the Subscription
Receipts reflects that the Fury Gold common shares, into which both tranches of
the subscription receipts will be exchanged on a basis of one
Subscription Receipt into one common share of Fury Gold, are as
constituted after the spinout of Auryn’s Peruvian projects
and common share consolidation. Therefore, the subscription
receipts do not participate in the spin-outs and will not be
consolidated.
Common shares that qualify as
“flow-through shares” require the Company to renounce
in favour of the investors who paid the FT Price certain Canadian
income tax deductions which the Company incurs by spending the
proceeds on qualifying Canadian exploration expenses. The Company
does not have any near term need for these income tax deductions
and shares designated as “flow through shares” are
otherwise identical to the Company’s other common shares. The
flow through obligations will be met when the Company completes its
planned drill program at the Eau Claire project in
Quebec.
Further
details regarding the Eastmain Transaction including its principal
completion conditions can be found in the Company’s and
Eastmain’s joint news release dated July 29, 2020. The Bought
Deal Offering is scheduled to close on September 24, 2020 and is
subject to customary completion conditions including, but not
limited to, the receipt of certain professional opinions and the
approval of the TSX and NYSE American stock exchanges.
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These
securities will not be registered under the U.S. Securities Act of
1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from the
registration requirements. This press release shall not constitute
an offer to sell or the solicitation of an offer to buy any of
these securities.
ON
BEHALF OF THE BOARD OF DIRECTORS OF AURYN RESOURCES
INC.
Ivan Bebek
Executive
Chairman and Director
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
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About Auryn
Auryn
Resources is a technically-driven, well-financed junior exploration
company focused on finding and advancing globally significant
precious and base metal deposits. The company built a portfolio of
six projects in Canada and Peru containing gold, silver and
copper resources and exploration targets. On July 29, 2020,
Auryn announced its intention to spin out its Peruvian assets
into two new companies and acquire Eastmain Resources, creating a
Canadian gold-focused exploration and development company to
be renamed as Fury Gold Mines. The Company’s two flagship
Canadian properties are the Committee Bay gold project in Nunavut
and Homestake gold project in British Columbia for which an amended
preliminary economic assessment was filed effective June 24, 2020.
Upon closing of the spinout and acquisition transactions,
expected in October 2020, Fury Gold’s three core
assets will comprise of Eau Claire in Quebec, Committee
Bay and Homestake Ridge. Auryn shareholders, invested prior to the
completion of the transactions, will become shareholders of
Fury and will also receive shares in the two
new Canadian spin out companies, one holding the Sombrero
copper-gold project, and the other holding both the Curibaya
silver-gold project and Huilacollo gold project. 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. For
more information on the company and the transactions, please
visit www.aurynresources.com.
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 information relating to or
associated with the acquisition, title to mineral
concessions and
relating to the Bought Deal Offering, including the use of proceeds
and expected closing date, and relating to the Eastmain
Transaction. These statements involve known and unknown risks,
uncertainties and other factors which may cause actual results,
performance or achievements of the Company 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 the Company'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.
The
Toronto Stock Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this
release.
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