Lumina Gold Announces Increase to Previously Announced Private Placement

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION TO UNITED STATES

VANCOUVER, British Columbia, Dec. 06, 2019 (GLOBE NEWSWIRE) -- Lumina Gold Corp. (TSXV: LUM) (OTCQX: LMGDF) (the “Company” or “Lumina”) is pleased to announce that it has increased the size of its proposed non-brokered private placement previously announced on December 2, 2019, to up to 18.0 million common shares in the capital of Lumina (the “Shares”) at a price of C$0.50 per Share to raise gross proceeds of up to approximately C$9.0 million (the “Private Placement”). Ross J. Beaty has agreed to subscribe for C$4.85 million of the private placement. Assuming the Offering size is exactly C$9.0 million and Mr. Beaty subscribes for C$4.85 million of the Offering, Mr. Beaty’s ownership of Lumina will increase from 17.95% to 19.90% on a non-diluted basis.

The net proceeds of the Offering will be used to fund study work at the Cangrejos Project and for general corporate purposes. The Offering is scheduled to close on or about December 18, 2019 (the “Closing Date”) and is subject to certain conditions customary for transactions of this nature, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.

The Shares issued under the Offering will be subject to a statutory hold period in Canada of four months and one day following the Closing Date.

The securities to be offered pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (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 under the U.S. Securities Act and all applicable U.S. state securities laws or compliance with the requirements of exemptions therefrom. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Certain directors, officers and other insiders of Lumina may acquire Shares under the Offering. Any such participation would be considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (“MI 61-101”). However, any such related party transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any Shares issued to or the consideration paid by such persons will exceed 25% of Lumina’s market capitalization.