/NOT FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR THE DISSEMINATION,
DISTRIBUTION, RELEASE OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES./
TORONTO, Oct. 2, 2024
/CNW/ - Allied Gold Corporation (TSX: AAUC) (OTCQX: AAUCF)
("Allied" or the "Company") announces that it has filed a
preliminary short form prospectus supplement in all of the
provinces of Canada pursuant to
the Company's base shelf prospectus dated October 1, 2024 (the "Base Shelf Prospectus"), in
connection with an overnight marketed public offering of common
shares (the "Shares") of the Company.
The Offering is expected to be completed pursuant to an
underwriting agreement (the "Underwriting Agreement") to be entered
into between the Company and Canaccord Genuity Corp. as lead
underwriter and a syndicate of underwriters (collectively, together
with the lead underwriter, the "Underwriters"). The size and
pricing of the Offering will be determined in the context of the
market. The Company will grant the Underwriters an over-allotment
option (the "Over-Allotment Option") exercisable, in whole or in
part, in the sole discretion of the Underwriters, to purchase up to
an additional 15% of the number of Shares sold in the Offering for
up to 30 days from and including the closing date of the Offering,
on the same terms and conditions as the Offering for market
stabilization purposes and to cover any over-allotments.
The Company intends to use the net proceeds of the Offering to
support the funding of its optimization and growth initiatives,
including in relation to all rights and obligations dealing with
and allowing for continuous management, optimizations,
advancements, improvements and phased expansion of the Sadiola
Mine, and in respect of costs associated with the Kurmuk
construction project.
The Offering will be made by way of a final prospectus
supplement (the "Prospectus Supplement") to be filed in each of the
provinces of Canada, and may be
offered in the United States on a
private placement basis by way of a confidential offering
memorandum pursuant to certain exemptions from the registration
requirements of the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), and applicable state
securities laws, and on a private placement basis in certain other
jurisdictions outside of Canada
and the United States pursuant to
applicable prospectus exemptions. Such documents contain important
information about the Offering. This news release shall not
constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of the Shares in any jurisdiction in
which such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of that
jurisdiction.
Upon determination of the size and pricing of the Offering and
the signing of the Underwriting Agreement, the Prospectus
Supplement will be filed and available on SEDAR+ at
www.sedarplus.ca. Alternatively, the Prospectus Supplement and the
accompanying Base Shelf Prospectus may be obtained free of charge
upon request by contacting the Chief Legal Officer and Corporate
Secretary of Allied Gold Corporation at Royal Bank Plaza, North
Tower, 200 Bay Street, Suite 2200, Toronto, Ontario M5J 2J3, telephone
416-363-4435, or by email at ir@alliedgold.com.
This press release is not an offer or a solicitation of an offer
of securities for sale in the United
States. The Shares have not been and 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
registration.
The closing of the Offering is expected to occur on or about
October 8, 2024, and will be subject
to the completion of formal documentation and the receipt of all
necessary regulatory approvals, including approval from the Toronto
Stock Exchange.
About Allied Gold Corporation
Allied is a Canadian-based gold producer with a significant
growth profile and mineral endowment, operating a portfolio of
three producing assets and development projects located in Côte
d'Ivoire, Mali, and Ethiopia. Led by a team of mining executives
with operational and development experience and a proven track
record of creating value, Allied is progressing through
exploration, construction, and operational enhancements to become a
mid-tier, next-generation gold producer in Africa and ultimately a leading senior global
gold producer.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
AND STATEMENTS
This press release contains "forward-looking information" under
applicable Canadian securities legislation. Except for statements
of historical fact relating to the Company, information contained
herein constitutes forward-looking information, including, but not
limited to, any information as to the Company's strategy,
objectives, plans or future financial or operating performance.
Forward-looking statements are characterized by words such as
"plan", "expect", "budget", "target", "project", "intend",
"believe", "anticipate", "estimate" and other similar words or
negative versions thereof, or statements that certain events or
conditions "may", "will", "should", "would" or "could" occur.
Forward-looking information included in this press release
includes, without limitation, statements with respect to
information concerning the Offering, including the jurisdictions in
which the Shares will be offered, the anticipated offering size,
the entering into of the Underwriting Agreement, the completion of
the Offering on the timeline indicated, or at all; the anticipated
use of the net proceeds from the Offering; the exercise of the
Over-Allotment Option, the receipt of all necessary approvals, the
use of proceeds from the Offering in connection with funding the
Company's optimization and growth initiatives, including its right
to advance the phased expansion at Sadiola and costs associated
with its Kurmuk development project; and the Company's goals
to become a mid-tier, next-generation gold producer in Africa and ultimately a leading senior global
gold producer. Forward-looking information is based on the
opinions, assumptions and estimates of management considered
reasonable at the date the statements are made, and is inherently
subject to a variety of risks and uncertainties and other known and
unknown factors that could cause actual events or results to differ
materially from those projected in the forward-looking information.
These factors include the state of the financial markets and their
impact on the ability of the Company to market the Offering
overnight and/or rise the gross proceeds currently anticipated by
the Company; a necessary re-allocation of proceeds from the
Offering based on prudent business;; fluctuating price of gold;
risks relating to the exploration, development and operation of
mineral properties, including but not limited to unusual and
unexpected geologic conditions and equipment failures; risks
relating to operating in emerging markets, particularly
Africa, including risk of
government expropriation or nationalization of mining operations;
risks related to the Company's expansion and optimization plans
referred to herein not being met within the timeframe anticipated,
or at all; counterparty, credit, liquidity and interest rate risks
and access to financing; risks related to the Company's current
alternative financing initiatives not being met within the
timeframes anticipated, or at all; health, safety and environmental
risks and hazards to which the Company's operations are subject;
the Company's ability to maintain or increase present level of gold
production; risks related to dependence on products produced from
the Company's key mining assets; cost and availability of
commodities; increases in costs of production, such as fuel, steel,
power, labour and other consumables; risks associated with
infectious diseases; uncertainty in the estimation of Mineral
Reserves and Mineral Resources; the Company's ability to replace
and expand Mineral Resources and Mineral Reserves, as applicable,
at its mines; factors that may affect the Company's future
production estimates, including but not limited to the quality of
ore, production costs, infrastructure and availability of workforce
and equipment; risks relating to partial ownerships and/or joint
ventures at the Company's operations; reliance on the Company's
existing infrastructure and supply chains at the Company's
operating mines; risks relating to the acquisition, holding and
renewal of title to mining rights and permits, and changes to the
mining legislative and regulatory regimes in the Company's
operating jurisdictions; limitations on insurance coverage; risks
relating to illegal and artisanal mining; the Company's compliance
with anti-corruption laws; risks relating to the development,
construction and start-up of new mines, including but not limited
to the availability and performance of contractors and suppliers,
the receipt of required governmental approvals and permits, and
cost overruns; risks relating to acquisitions and divestures; title
disputes or claims; risks relating to the termination of mining
rights; risks relating to security and human rights; risks
associated with processing and metallurgical recoveries; risks
related to enforcing legal rights in foreign jurisdictions;
competition in the precious metals mining industry; risks related
to the Company's ability to service its debt obligations;
fluctuating currency exchange rates (including the US Dollar, Euro,
West African CFA Franc and Ethiopian Birr exchange rates); risks
related to the Company's investments and use of derivatives;
taxation risks; scrutiny from non-governmental organizations;
labour and employment relations; risks related to third-party
contractor arrangements; repatriation of funds from foreign
subsidiaries; community relations; risks related to relying on
local advisors and consultants in foreign jurisdictions; the impact
of global financial, economic and political conditions, global
liquidity, interest rates, inflation and other factors on the
Company's results of operations and market price of common shares;
risks associated with financial projections; force majeure events;
transactions that may result in dilution to common shares; future
sales of common shares by existing shareholders; the Company's
dependence on key management personnel and executives;
vulnerability of information systems including cyber attacks; as
well as those factors discussed in the section entitled "Economic
Trends, Business Risks and Uncertainties" in the Company's interim
management's discussion and analysis for the three and six months
ended June 30, 2024 and the section
entitled "Risk Factors" in the Company's annual information form
for the year ended December 31, 2023,
both of which are available at www.sedarplus.ca.
Although the Company has attempted to identify important factors
that could cause actual actions, events or results to differ
materially from those described in forward-looking information,
there may be other factors that could cause actions, events or
results to not be as anticipated, estimated or intended. 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. The Company
undertakes no obligation to update forward-looking information if
circumstances or management's estimates, assumptions or opinions
should change, except as required by applicable law. The reader is
cautioned not to place undue reliance on forward-looking
information. The forward-looking information contained herein is
presented for the purpose of assisting investors in understanding
the Company's plans in connection with the proposed Offering and
may not be appropriate for other purposes.
SOURCE Allied Gold Corporation