EX-99.42 43 tm2034111d1_ex99-42.htm EXHIBIT 99.42

Exhibit 99.42

 

ex99-36_exhpage099-page036_page001.jpg Form 45-106F1 Report of Exempt Distribution BCSC EDER Reference Number 9006152 ITEM 1 - REPORT TYPE 2019 12 30 Amended report If amended, provide filing date of report that is being amended (YYYY-MM-DD) ITEM 2 - PARTY CERTIFYING THE REPORT Indicate the party certifying the report (select only one). For guidance regarding whether an issuer is an investment fund, refer to section 1.1 of National Instrument 81-106 Investment Fund Continuous Disclosure and the companion policy to NI 81-106. Investment fund issuer Issuer (other than an investment fund) Underwriter ITEM 3 - ISSUER NAME AND OTHER IDENTIFIERS Provide the following information about the issuer, or if the issuer is an investment fund, about the fund. Full legal name Orla Mining Ltd. Previous full legal name If the issuer’s name changed in the last 12 months, provide most recent previous legal name. Website http://www.orlamining.com/(if applicable) If the issuer has a legal entity identifier, provide below. Refer to Part B of the Instructions for the definition of “legal entity identifier”. Legal entity identifier If two or more issuers distributed a single security, provide the full legal name(s) of the co-issuer(s) other than the issuer named above.

 

 

 

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ex99-36_exhpage099-page036_page004.jpg ITEM 6 - INVESTMENT FUND ISSUER INFORMATION If the issuer is an investment fund, provide the following information. Investment fund manager information Full legal name Firm NRD number(if applicable) If the investment fund manager does not have a firm NRD number, provide the head office contact information of the investment fund manager. Province/State Postal code/Zip code Website (if applicable) Municipality Country Telephone number Type of investment fund Type of investment fund that most accurately identifies the issuer (select only one) . Money marketEquityFixed incomeBalanced Alternative strategies Cryptoasset Other (describe) Indicate whether one or both of the following apply to the investment fund . Invests primarily in other investment fund issuers Is a UCITs Fund¹ ¹ Undertaking for the Collective Investment of Transferable Securities funds (UCITs Funds) are investment funds regulated by the European Union (EU) directives that allow collective investment schemes to operate throughout the EU on a passport basis on authorization from one member state. Date of formation and financial year-end of the investment fund Date of formationFinancial year-end YYYYMMDDMMDD Reporting issuer status of the investment fund Is the investment fund a reporting issuer in any jurisdication of Canada?NoYes If yes, select the jurisdictions of Canada in which the investment fund is a reporting issuer. Public listing status of the investment fund If the investment fund has a CUSIP number, provide below (first 6 digits only) If the investment fund is publicly listed, provide the name of the exchange on which the investment fund's securities primarily trade. Provide only the name of an exchange and not a trading facility such as, for example, an automated trading system. Exchange name Net asset value (NAV) of the investment fund Select the NAV range of the investment fund as of the date of the most recent NAV calculation (Canadian $). $0 to under $5M$5M to under $25M$25M to under $100M YYYYMMDD

 

 

 

ex99-36_exhpage099-page036_page005.jpg 2019 12 18 2019 12 18 Canadian $ Security code CUSIP number (if applicable) Description of security Number of securities Single or lowest price Highest price Total amount W N T Warrants. 32,500,000.00 0.0000 0.0000 0.00 Convertible / exchangeable security code Underlying security code Exercise price (Canadian $) Expiry date (YYYY-MM-DD) Conversion ratio Describe other items (if applicable) Lowest Highest W N T C M S 3.0000 2026-12-18 1:1 Province or country Exemption relied on Number of unique²ª purchasers Total amount (Canadian $) Alberta NI 45-106 2.3 [Accredited investor] 3 0.00 Barbados NI 45-106 2.3 [Accredited investor] 1 0.00 British Columbia NI 45-106 2.3 [Accredited investor] 4 0.00 Bermuda NI 45-106 2.3 [Accredited investor] 1 0.00 Ontario NI 45-106 2.3 [Accredited investor] 17 0.00 United States Distributions to purchasers outside of local jurisdiction (BC, AB, NB) 3 0.00 Total dollar amount of securities distributed 0.00 Total number of unique purchasers²ᵇ 29

 

 

 

ex99-36_exhpage099-page036_page006.jpg  Province or country Net proceeds (Canadian $) Total net proceeds to the investment fund Description Date of document or other material (YYYY-MM-DD) Previously filed with or delivered to regulator? (Y/N) Date previously filed or delivered (YYYY-MM-DD)

 

 

 

ex99-36_exhpage099-page036_page007.jpg  Province/State Postal code/Zip code Telephone number Security code 1 Security code 2 Security code 3

 

 

 

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ex99-36_exhpage099-page036_page009.jpg  Chief Financial Officer 6045641852 Email address Date etienne.morin@orlamining.com /s/ "Etienne Morin" 2019 12 30 Provide the following business contact information for the individual that the securities regulatory authority or regulator may contact with any questions regarding the contents of this report, if different than the individual certifying the report in Item 10. Same as individual certifying the report Full legal name Orla Mining Ltd. Morin Etienne Family nameFirst given nameSecondary given names Email address Telephone number

 

 

 

ex99-36_exhpage099-page036_page010.jpg Notice - Collection and use of personal information The personal information required under this form is collected on behalf of and used by the securities regulatory authority or regulator under the authority granted in securities legislation for the purposes of the administration and enforcement of the securities legislation. If you have any questions about the collection and use of this information, contact the securities regulatory authority or regulator in the local jurisdiction(s) where the report is filed, at the address(es) listed at the end of this form. The attached Schedules 1 and 2 may contain personal information of individuals and details of the distribution(s). The information in Schedules 1 and 2 will not be placed on the public file of any securities regulatory authority or regulator. However, freedom of information legislation may require the securities regulatory authority or regulator to make this information available if requested. By signing this report, the issuer/underwriter confirms that each individual listed in Schedule 1 or 2 of the report who is resident in a jurisdiction of Canada: has been notified by the issuer/underwriter of the delivery to the securities regulatory authority or regulator of the information pertaining to the individual as set out in Schedules 1 or 2, that this information is being collected by the securities regulatory authority or regulator under the authority granted in securities legislation, that this information is being collected for the purposes of the administration and enforcement of the securities legislation of the local jurisdiction, and of the title, business address and business telephone number of the public official in the local jurisdiction, as set out in this form, who can answer questions about the security regulatory authority’s or regulator’s indirect collection of the information, and has authorized the indirect collection of the information by the securities regulatory authority or regulator.