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Leagold Announces Closing of C$175M Subscription Receipt Offering

March 8, 2017 Download PDF

NOT FOR DISTRIBUTION TO A US NEWSWIRE SERVICE OR FOR DISSEMINATION IN THE UNITED STATES

Vancouver, March 8, 2017 – Leagold Mining Corporation (TSX-V: LMC) (“Leagold” or the “Company”) is pleased to announce today that it has completed its previously announced offering of 63,640,000 subscription receipts (the “Subscription Receipt Offering”) at an issue price of C$2.75 per subscription receipt for aggregate gross proceeds of C$175,010,000. The net proceeds of the Subscription Receipt Offering will be used to fund a portion of the purchase price to acquire the Los Filos gold mine from Goldcorp Inc., as previously announced, and will be held in escrow pending completion of the acquisition. Leagold is continuing to progress the other elements of its financing plan to fund the Los Filos acquisition, namely the US$150 million five-year term loan and US$50 million equity private placement which is intended to be undertaken at an issue price of C$2.75 per common share, as previously announced.

Effective at the opening, Wednesday, March 8, 2017, the Subscription Receipts will commence trading on the TSX Venture Exchange (“TSX-V”) with the symbol LMC.R. Leagold advises that its common shares, symbol LMC, will remain halted from trading on the TSX-V until further notice.

Each Subscription Receipt will entitle the holder thereof to receive one common share, without payment of additional consideration or further action, upon closing of the Los Filos acquisition. The Subscription Receipt Offering is being led by BMO Capital Markets and UBS Securities Canada Inc. and includes Scotia Capital Inc., Canaccord Genuity Corp., GMP Securities L.P. and TD Securities Inc. (the “Underwriters”). The Company has granted the Underwriters an option, exercisable at the offering price for a period of 30 days following the closing of the Subscription Receipt Offering, to purchase additional subscription receipts in an amount equal to 15% of the Subscription Receipt Offering, to cover over-allotments, if any.

The securities referenced in this release have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. 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 these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Leagold Mining Corporation

Leagold aims to build a new mid-tier gold producer with a focus on opportunities in Latin America. Leagold is based in Vancouver, Canada and is listed on the TSX Venture Exchange under the trading symbol “LMC”, with its Subscription Receipts related to the Los Filos acquisition listed on the TSX Venture Exchange under the trading symbol “LMC.R”.

On behalf of Leagold Mining Corporation

Neil Woodyer, Chief Executive Officer

For more information on Leagold please visit the Company website at www.leagold.com or contact:

Doug Reddy, SVP Technical Services
+1-604-609-6114
dreddy@leagold.com

This news release contains "forward-looking statements" and “forward looking information” (as defined under applicable securities laws), including but not limited to, statements with respect to completion of the acquisition of the Los Filos mine and the Subscription Receipt Offering, including the size and gross proceeds, and the use of proceeds of the Subscription Receipt Offering. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "expects", "expected", "budgeted", "forecasts" and "anticipates". Forward-looking statements and information, while based on management's best estimates and assumptions, are subject to risks and uncertainties that may cause actual results to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: risks related to the completion of the acquisition of the Los Filos mine, including receipt of all necessary approvals; risks related to completion of the Subscription Receipt Offering and other debt and equity financing related to the acquisition of the Los Filos mine; risks related to the Los Filos mine, risks related to the successful integration of acquisitions; risks related to international operations; risks related to general economic conditions and credit availability, actual results of current exploration activities, unanticipated reclamation expenses; changes in project parameters as plans continue to be refined; fluctuations in prices of metals including gold; fluctuations in foreign currency exchange rates, increases in market prices of mining consumables, possible variations in ore reserves, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes, title disputes, claims and limitations on insurance coverage and other risks of the mining industry; delays in the completion of development or construction activities, changes in national and local government regulation of mining operations, tax rules and regulations, and political and economic developments in countries in which Leagold operates. Although Leagold has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements and forward looking information are made as of the date hereof and Leagold disclaims any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements or forward looking information contained herein to reflect future results. Accordingly, readers should not place undue reliance on forward-looking statements and information. Please refer to Leagold's most recent filings under its profile at www.sedar.com for further information respecting the risks affecting Leagold and its business.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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