VANCOUVER, BRITISH COLUMBIA--(Marketwired - Jan. 29, 2018) -
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN THE
UNITED STATES
Orla Mining Ltd. (TSX VENTURE:OLA) (the "Company" or "Orla") is pleased to announce that it has agreed with a
syndicate of underwriters led by GMP Securities L.P., and including Paradigm Capital Inc., Cormark Securities Inc., TD Securities
Inc., Desjardins Securities Inc. and Raymond James Ltd. (collectively, the "Underwriters"), to increase the size of its
previously announced C$25,480,000 bought deal offering. Pursuant to the upsized deal terms, the Underwriters have agreed to
purchase, on a bought deal basis, 15,288,000 units (the "Units") of the Company at a price of C$1.75 per Unit (the "Offering
Price") for aggregate gross proceeds to the Company of C$26,754,000 (the "Offering").
Each Unit will consist of one common share (a "Common Share") and one-half of one common share purchase warrant (each full
common share purchase warrant, a "Warrant") of the Company. Each Warrant will be exercisable to acquire one common share of the
Company for a period of three years following the closing date of the Offering at an exercise price of C$2.35 per common share,
subject to adjustment in certain events.
Goldcorp Inc. and Agnico Eagle Mines Limited each have indicated that they intend to subscribe for such number of Units from
the Offering that will maintain their current ownership position of approximately 19.9% and 9.9%, respectively.
The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 2,293,200 Units at
the Offering Price, exercisable in whole or in part, at any time and from time to time on or prior to the date that is 30 days
following the closing of the Offering to cover over-allotments, if any, and for market stabilization purposes. If this option is
exercised in full, an additional C$4,013,100 in gross proceeds will be raised pursuant to the Offering and the aggregate
gross proceeds of the Offering will be C$30,767,100.
The net proceeds from the Offering will be used for exploration and development activities at the Cerro Quema and Camino Rojo
projects and for general corporate purposes.
The Units will be offered by way of a short form prospectus to be filed in all provinces and territories of Canada, except
Québec and may also be sold in other jurisdictions outside of Canada provided that no prospectus filing or comparable obligation
arises.
The Offering is scheduled to close on or about February 15, 2018 and is subject to certain conditions including, but not
limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the securities
regulatory authorities.
The securities offered 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 absent
registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state
securities laws. This press 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.
About Orla Mining Ltd.
Orla Mining owns two advanced stage open pit, heap leach style oxide gold projects in Panama and Mexico. Camino Rojo is an
advanced gold and silver project covering over 200,000 hectares in Zacatecas State, Central Mexico. The project is 100% owned and
has historical oxide reserves along with historical sulphide resources (which Goldcorp retains a back-in right on the sulphides).
The Company believes it has exploration potential for additional oxide and sulphide mineral resources. Access and infrastructure
are excellent with a paved highway and powerline nearby. A NI 43-101 Technical Report dated January 24, 2018, on Camino Rojo is
available on SEDAR. The 100% owned Cerro Quema project in Panama includes a near-term gold production scenario and exploration
upside. Cerro Quema's 14,800 Ha concession boasts paved road access, a supportive local population and private land ownership.
The Cerro Quema project is currently in the last stage of the permitting process for a proposed open pit mine and gold heap leach
operation. Please refer to the Cerro Quema Project - Pre-feasibility Study on the La Pava and Quemita Oxide Gold Deposits dated
August 22, 2014, which is available on SEDAR.
Forward-looking Statements
This news release contains certain "forward-looking statements" within the meaning of Canadian and United States
securities legislation, including, without limitation, statements with respect to the timing of closing the Offering, the use of
proceeds from the Offering, the results of exploration and planned exploration programs, the potential for discovery of
additional mineral resources and the Company's objectives and strategies. Forward-looking statements are statements that are not
historical facts which address events, results, outcomes or developments that the Company expects to occur. Forward-looking
statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made and
they involve a number of risks and uncertainties. Certain material assumptions regarding such forward-looking statements are
discussed in this news release, including without limitation, assumptions that all approvals of the Offering will be obtained,
the Company's activities will be in accordance with the Company's public statements and stated goals; that there will be no
material adverse change affecting the Company or its properties; that all required approvals will be obtained and that there will
be no significant disruptions affecting the Company or its properties. Consequently, there can be no assurances that such
statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such
statements. Forward-looking statements involve significant known and unknown risks and uncertainties, which could cause actual
results to differ materially from those anticipated. These risks include, but are not limited to: risks related to uncertainties
inherent in the preparation of preliminary economic assessments, drill results and the estimation of mineral resources; and risks
associated with executing the Company's objectives and strategies, including costs and expenses. Except as required by the
securities disclosure laws and regulations applicable to the Company, the Company undertakes no obligation to update these
forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.