Unsecured credit

Lumina Gold Announces C$10.0 Million Unsecured Credit Facility with Ross Beaty and Provides Project Update

VANCOUVER, BC, July 6, 2022 /CNW/ – Lumina Gold Corp. (TSXV: LUM) (OTCQX: LMGDF) (“Lumina” or the “Company”) is pleased to announce that it has entered into an agreement with the Company’s principal shareholder, Ross Beaty to establish a C$10.0 million unsecured credit facility (the “Facility”). The facility will provide short-term financing for remaining drilling costs, pre-feasibility study costs, and general corporate and working capital requirements. The facility bears interest at 10.0% per annum and matures on the earliest of the following dates: (i) July 5, 2023(ii) two business days after the Company has received the aggregate gross proceeds of one or more equity financings in excess of C$15.0 million; or (iii) the date of a change of control of the Company, in which case it must be fully reimbursed.

Subject to acceptance by the TSX Venture Exchange, under the Facility, the Company intends to grant 3,000,000 Common Share purchase warrants to Mr. Beaty (the “Warrants”). bonus”). The bonus warrants will entitle their holder to acquire one common share of the Company at the price of $0 CAD.38 at any time during the 24 month period following the issue date of the Bonus Warrants. If the loan is repaid before July 5, 2023the duration of the Bonus Warrants will be reduced from 24 to 12 months from the date of issue.

Marshal KovalPresident and CEO, said, “We very much appreciate Ross’ continued support in realizing the long-term value of the Cangrejos project. Recent events in world markets and Ecuador have made this period an unfavorable time to seek conventional equity financing and we therefore view this as the best avenue to allow pre-feasibility work to proceed unimpeded. Work on the Cangrejos pre-feasibility site continued uninterrupted. The project is located in the province of El Oro, a jurisdiction with a historic mining tradition where the company and its predecessors have operated with strong social license for decades. »

Cangrejos Project Update

As part of the 2021/2022 drilling campaign, 29,932 meters of resource definition drilling and 3,059 meters of geotechnical drilling were completed at Cangrejos, with 1,700 meters planned of resource drilling and 450 meters of geotechnical drilling remaining . The remaining works are nearing completion with three rigs on site and are expected to be completed by August.

Lumina has already begun the planned reduction in camp staff and in-country cost reduction as the drilling program winds down. The Company is progressing as planned in key areas of the pre-feasibility study with Ausenco and expects to deliver results in the second quarter of 2023.

Additional Installation Disclosure

Mr. Beaty is considered a “related party” to the Company, and the facility and the grant of the free warrants constitute a “related party transaction” within the meaning of multilateral instrument 61-101 – Takeover bids and special transactions (“MI 61-101”). The facility and the grant of bonus warrants are exempt from the formal valuation and minority approval requirements of NI 61-101 since neither the fair market value of the facility and bonus warrants, nor the fair market value of the consideration for the Facility and Premium Warrants, exceeds 25% of the Company’s market capitalization.

To the knowledge of the Company or any director or senior officer of the Company, after reasonable inquiry, no “preliminary assessment” (as defined in NI 61-101) with respect to the Company that relates to the Facility and the Bonus Warrants, or are relevant to the Facility and the Bonus Warrants, were prepared within 24 months prior to the date hereof.

All terms and conditions of the facility and the allocation of bonus warrants were reviewed and unanimously approved by the board of directors of the Company on July 5, 2022.

Qualified persons

Leo HathawayP.Geo., Senior Vice President of Lumina and the Qualified Person as defined by National Instrument 43-101 – Disclosure standards for mining projects for the Cangrejos project has reviewed, verified and approved the content of this press release and has verified the data underlying the content of this press release.

About Lumina Gold

Lumina Gold Corp. (TSXV: LUM) is a Vancouver, Canada precious and base metals exploration and development company based on the Cangrejos Gold-Copper project located in the southwestern province of El Oro Ecuador. Cangrejos is the subject of a pre-feasibility study and is the largest primary gold deposit in the Ecuador. Lumina has an experienced management team with a proven track record in advancing and monetizing exploration projects.

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Sign: “Marshall Koval”

Marshal KovalChairman and Chief Executive Officer, Director

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 press release.

Caution Regarding Forward-Looking Information

Certain statements and information contained herein, including all statements that are not historical facts, contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Such forward-looking statements or information include, but are not limited to, statements or information regarding further work on the pre-feasibility study, use of proceeds from the facility, the company’s ongoing drilling program , camp downsizing and in-country cost reduction, progress on key areas of the pre-feasibility study and timing of receipt of results, and TSX Venture Exchange approval for grant bonus warrants. Often, but not always, forward-looking statements or information can be identified by the use of words such as “will” or “projected” or variations of such words or statements that certain actions, events or results “will”, “may ”, “are proposed”, “are planned”, “are expected” or “are likely to” be taken, occur or be carried out.

With respect to forward-looking statements and the information contained herein, the Company has made numerous assumptions, including assumptions about general business and economic conditions, gold and copper prices, expected costs and expenses and the approval by the TSX Venture Exchange of the grant of the bonus warrants. The foregoing list of assumptions is not exhaustive.

Although the Company’s management believes that the assumptions made and the expectations represented by such statements or information are reasonable, there can be no assurance that any forward-looking statement or information contained herein will prove to be accurate. Forward-looking statements and information, by their nature, are based on assumptions and involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or the industry results, are materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These factors include, but are not limited to: risks associated with the Company’s business; business and economic conditions in the mining industry generally; supply and demand for labor and other project inputs; changes in commodity prices; changes in interest rates and currency exchange rates; risks related to inaccurate geological and technical assumptions (including with respect to tonnage, grade and recoverability of reserves and resources); risks related to unforeseen operational difficulties (including failure of equipment or processes to perform in accordance with specifications or expectations, cost escalation, unavailability of materials and equipment, action government or delays in receiving government approvals, industrial disruptions or other business measures, and unforeseen health, safety and environmental events); weather-related risks; political risk and social unrest; changes in general economic or financial market conditions; and other risk factors as detailed from time to time in the Company’s continuous disclosure documents filed with Canadian securities regulators. The Company does not undertake to update any forward-looking information except in accordance with applicable securities laws.


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SOURCE Lumina Gold Corp.



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