Combination to Create Fury Gold, a Leading
Canadian Gold Developer
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 Huilacolloprojects
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):
- Measured & Indicated: 853,000 ounces of 6.18 g/t Au
- Inferred: 500,000 ounces of 6.53 g/t Au
Committee Bay (Nunavut):
- ~300 km greenstone belt
- Resource (as of May 31, 2017):
- Indicated: 524,000 ounces of 7.85 g/t Au
- 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):
- Indicated: 165,000 ounces of 7.02 g/t Au
- 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 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
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.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200729006079/en/
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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