August 9, 2021
Toronto, Ontario – August 9, 2021 – Magna Gold Corp. (TSXV: MGR) (OTCQB: MGLQF) (“Magna” or the “Company”) is pleased to provide an update to its previously announced non-brokered private placement of C$10,000,000 convertible debentures (the “Debentures”) with Delbrook Capital Advisors Inc. (“Delbrook”). The principal amount of the Debentures is convertible, at the election of Delbrook, into common shares of the Company at a conversion price of C$1.25 per common share. The interest on the Debentures is convertible, at the election of Delbrook and subject to the approval of the TSX Venture Exchange, into either cash or common shares of the Company based on the closing price on the day prior to the issuance of a press release relating to the applicable interest payment date and will be paid in full, including in the event of early conversion. The Company will pay Delbrook a 1.25% arrangement fee on closing of the private placement. The private placement is subject to the approval of the TSX Venture Exchange.
The Debentures mature in 24 months from the closing date. The Debentures will initially be unsecured obligations of the Company and will bear interest at a rate of 8.5% per annum until the date, on or before September 30, 2021 (or such later date as may be agreed by the Company and Delbrook), that the security contemplated by the Debentures is delivered to Delbrook. Following such delivery, if applicable, the Debentures will bear interest at a rate of 6.5% per annum. The completion of the private placement is subject to TSX Venture Exchange approval and is expected to be completed on or about August 19, 2021.