VANCOUVER, BC, Sept. 26,
2024 /CNW/ - Luca Mining Corp. ("Luca" or the
"Company") (TSX-V: LUCA; OTCQX: LUCMF; Frankfurt: Z68) is pleased
to announce it has closed its fully subscribed brokered private
placement pursuant to the "listed issuer financing exemption" under
Part 5A of NI 45-106 – Prospectus Exemptions resulting in
the issuance and sale of 19,000,000 units of the Company (the "LIFE
Units") at a price of C$0.45 per LIFE
Unit for aggregate gross proceeds of C$8,550,000 (the "LIFE Offering"). The Company
also closed its concurrent non-brokered private placement of
6,126,167 units of the Company (the "Non-LIFE Units" and, together
with the LIFE Units, the "Units") at a price of C$0.45 per Non-LIFE Unit for aggregate gross
proceeds of C$2,756,775 (the
"Concurrent Private Placement" and, together with the LIFE
Offering, the "Financings"). The combined gross proceeds raised
pursuant to the Financings was C$11,306,775.
Each Unit consisted of one common share (a "Common Share") of
the Company and one-half (½) of one Common Share purchase warrant
(each whole warrant, a "Warrant"). Each Warrant is exercisable to
acquire one Common Share at an exercise price of C$0.60 per Common Share, subject to adjustment in
certain events, until March 26,
2026.
Stifel acted as lead agent in respect of the LIFE Offering on
behalf of a syndicate of agents including Haywood Securities Inc.,
Ventum Financial Corp., BMO Capital Markets and Canaccord Genuity
Inc. (the "Agents"). The Agents received a cash commission equal to
6% of the gross proceeds raised pursuant to the LIFE Offering and
an aggregate of 1,140,000 compensation warrants ("Compensation
Warrants"). Each Compensation Warrant is exercisable to acquire one
Common Share (a "Compensation Warrant Share") at a price of
C$0.45 until March 26, 2026. No finder's fees were paid with
respect to the Concurrent Private Placement.
The Common Shares and Warrants comprising the Non-LIFE Units
(including any Warrant Shares issuable thereunder) and the
Compensation Warrants and Compensation Shares are subject to a
statutory hold period until January
27, 2025. The Common Shares and Warrants comprising
the LIFE Units are not subject to a hold period under applicable
Canadian securities laws. The Financings are subject to the final
acceptance of the TSX Venture Exchange ("TSXV").
The Company intends to use the net proceeds from the Financings
for ongoing work on the Campo Morado Improvement Program,
exploration drilling at both Campo
Morado and Tahuehueto, commissioning of the Tahuehueto mill
and for general corporate purposes.
Two officers of the Company participated in the Concurrent
Private Placement, acquiring an aggregate of 1,030,000 Non-LIFE
Units. Participation by such insiders constitutes a "related party
transaction" as defined under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). 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 securities issued to, or the consideration paid by, such
insiders exceeded 25% of the Company's market capitalization.
The securities referred to in this news release 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, "U.S. Persons" (as such term is defined
in Regulation S under the U.S. Securities Act) absent such
registration or an applicable exemption from the registration
requirements of the U.S. Securities Act. This news release does not
constitute an offer for sale of securities for sale, nor a
solicitation for offers to buy any securities. Any public offering
of securities in the United States
must be made by means of a prospectus containing detailed
information about the company and management, as well as financial
statements.
About Luca Mining Corp.
Luca Mining (TSX-V: LUCA, OTCQX: LUCMF, Frankfurt: Z68) is a
diversified Canadian mining company with two 100%-owned producing
mines in Mexico. The Company
produces gold, copper, zinc, silver and lead from these mines that
each have considerable development and resource upside.
The Campo Morado mine, is an
underground operation located in Guerrero
State, a prolific mining region in Mexico. It produces copper-zinc-lead
concentrates with precious metals credits. It is currently
undergoing an optimization program which is already generating
significant improvements in recoveries and grades, efficiencies,
and cashflows.
The Tahuehueto Gold, Silver Mine is a new underground operation
in Durango State, Mexico, within
the Sierra Madre Mineral Belt which hosts numerous producing and
historic mines along its trend. The Company is commissioning its
mill capacity to +1,000 tonnes per day, and key test work and
production ramp-up is underway, to increase production by 2H
2024.
On Behalf of the Board of Directors
(signed) "Dan Barnholden"
Dan Barnholden, Chief
Executive Officer
For more information, please
visit: www.lucamining.com
Qualified Persons
The technical information contained in this News Release has
been reviewed and approved by Mr. Chris
Richings, Vice-President Technical at Luca Mining as the
Qualified Person for the Company as defined in National Instrument
43-101.
Cautionary Note Regarding Forward-Looking Statements
It should be noted that Luca declared commercial production at
Campo Morado prior to completing a
feasibility study of mineral reserves demonstrating economic and
technical viability. Accordingly, readers should be cautioned that
Luca's production decision has been made without a comprehensive
feasibility study of established reserves such that there is
greater risk and uncertainty as to future economic results from the
Campo Morado mine and a higher
technical risk of failure than would be the case if a feasibility
study were completed and relied upon to make a production decision.
Luca has completed a preliminary economic assessment ("PEA") mining
study on the Campo Morado mine
that provides a conceptual life of mine plan and a preliminary
economic analysis based on the previously identified mineral
resources (see news releases dated November
8, 2017, and April 4,
2018).
Statements contained in this news release that are not
historical facts are "forward-looking information" or
"forward-looking statements" (collectively, "Forward-Looking
Information") within the meaning of applicable Canadian securities
laws. Forward Looking Information includes, but is not limited to,
the expected use of proceeds from the Financings; and other
possible events, conditions or financial performance that are based
on assumptions about future economic conditions and courses of
action; the timing and costs of future activities on the Company's
properties, such as production rates and increases; success of
exploration, development and bulk sample processing activities, and
timing for processing at its own mineral processing facility on the
Tahuehueto project site. In certain cases, Forward-Looking
Information can be identified using words and phrases such as
"plans," "expects," "scheduled," "estimates," "forecasts,"
"intends," "anticipates" or variations of such words and phrases.
In preparing the Forward-Looking Information in this news release,
the Company has applied several material assumptions, including,
but not limited to, the Company's ability raise additional capital
as necessary; that the current exploration, development,
environmental and other objectives concerning the Campo Morado Mine
and the Tahuehueto Project can be achieved; that the program to
improve mining operations at Campo
Morado will proceed as planned; the continuity of the price
of gold and other metals, economic and political conditions, and
operations. Forward-Looking Information involves known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance, or achievements of the Company to be
materially different from any future results, performance or
achievements expressed or implied by the Forward-Looking
Information. There can be no assurance that Forward-Looking
Information will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
Forward-Looking Information. Except as required by law, the Company
does not assume any obligation to release publicly any revisions to
Forward-Looking Information contained in this news release to
reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events.
Neither TSXV nor its Regulation Services Provider (as that term
is defined in the policies of the TSXV) accepts responsibility for
the adequacy or accuracy of this release.
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SOURCE Luca Mining Corp.