UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
Form 6-K
 
 
 
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August, 2015
Commission File Number: 001-35783
 
 
Alamos Gold Inc.
(Translation of registrant’s name into English)
 
 
 
130 Adelaide Street West, Suite 2200
Toronto, Ontario, Canada
M5H 3P5
(Address of principal executive office) 
 
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F  o           Form 40-F  x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  o
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes  o             No  x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-  .





EXHIBIT INDEX
 
EXHIBIT
NO.
  
DESCRIPTION
99.1
 
Press release, dated August 31, 2015.
99.2
 
Early Warning Report, Date August 31, 2015
 
 
 





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
 
 
Alamos Gold Inc.
Date: August 31, 2015
 
 
 
 
 
 
 
By:
 
/s/ Scott Parsons
 
 
 
 
Name: 
 
Scott Parsons
 
 
 
 
Title:
 
Vice President of Investor Relations







FOR IMMEDIATE RELEASE
Alamos Gold Inc.

130 Adelaide Street West, Suite 2200
Toronto, Ontario M5H 3P5
Telephone: (416) 368-9932 or 1 (866) 788-8801



Alamos Announces Investment in AuRico Metals

Toronto, Ontario (August 31, 2015) - Alamos Gold Inc. (TSX:AGI; NYSE:AGI) (“Alamos” or the “Company”) today announced the purchase of 8,000,000 common shares (the “Shares") of AuRico Metals Inc. ("AuRico"), representing approximately 6.34% of the outstanding common shares of AuRico (the “Transaction”). The Shares are being acquired by Alamos by way of private placement at a price of C$0.70 per Share.

Prior to the Transaction, Alamos owned directly 5,767,855 common shares of AuRico, which represented approximately 4.8% of the issued and outstanding common shares of AuRico. Upon completion of the Transaction, Alamos will hold 13,767,855 common shares of AuRico, representing approximately 10.92% of the issued and outstanding common shares of AuRico.

Alamos carried out the Transaction for investment purposes and may increase or decrease its investment based on market conditions. AuRico has granted Alamos a right to participate in future financings for a period of two years, subject to certain terms, to maintain its pro-rata interest.

The early warning report, as required under National Instrument 62-103, contains additional information with respect to the foregoing matters and will be filed by the Company on AuRico's SEDAR profile at www.sedar.com. The Transaction remains subject to customary approvals, including the Toronto Stock Exchange.

About Alamos Gold
Alamos is a Canadian-based intermediate gold producer with diversified production from three operating mines in North America. This includes the Young-Davidson mine in northern Ontario, Canada and the Mulatos and El Chanate mines in Sonora State, Mexico. Additionally, the Company has a significant portfolio of development stage projects in Mexico, Turkey, Canada and the United States. Alamos employs more than 1,300 people and is committed to the highest standards of sustainable development. The Company's shares are traded on the TSX and NYSE under the symbol "AGI".

FOR FURTHER INFORMATION, PLEASE CONTACT:

Scott K. Parsons
 
Vice President, Investor Relations
 
(416) 368-9932 x 5439
 

Cautionary Note

The TSX and NYSE have not reviewed and do not accept responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.






REPORT PURSUANT TO
NATIONAL INSTRUMENT 62-103
1.
Name and Address of Offeror:
Alamos Gold Inc. (“Alamos Gold”)
130 Adelaide Street West
Suite 2200 
Toronto ON M5H 3P5
2.
Designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities of which the Offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release, and whether it was ownership or control that was acquired in those circumstances:
Alamos Gold acquired ownership of 8,000,000 common shares (the “Shares”) representing 6.34% of the outstanding common shares of AuRico Metals Inc. (“AuRico Metals”) after giving effect to the acquisition (the “Transaction”).
3.
Designation and number or principal amount of securities and the Offeror’s securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to the reporting obligation:
Upon completion of the Transaction, Alamos Gold will own 10.92% of the common shares of AuRico Metals.
4.
Designation and number or principal amount of securities and the percentage of outstanding securities of the class of securities referred to in paragraph 3, above, over which:
(a)
the Offeror, either alone or together with any joint actors, has ownership and control;
Upon completion of the Transaction, Alamos Gold will own 10.92% of the common shares of AuRico Metals.
In addition, certain directors and officers of Alamos Gold (including directors of Alamos Gold who also serve as directors of AuRico Metals), own in their personal capacity, approximately 1.08% of the common shares of AuRico Metals.
(b)
the Offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the Offeror or any joint actor; and
Not applicable.
(c)
the Offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership:
Not applicable.
5.
The name of the market in which the transaction or occurrence that gave rise to the reporting obligation took place:
The Transaction was carried out privately.
6.
The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the reporting obligation:
Alamos Gold acquired the Shares at a price of C$ 0.70 per share.





7.
Purpose of the Offeror and any joint actors in effecting the transaction or occurrence that gave rise to the reporting obligation, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer:
Alamos Gold carried out the Transaction for investment purposes and may increase or decrease its investment based on market conditions.
8.
General nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the Offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the reporting obligation, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities:
AuRico Metals has granted Alamos Gold a right to participate in certain future equity financings for a period of two years to maintain its pro-rata interest. The foregoing agreement terminates prior to such date if Alamos Gold sells any of its common shares or Alamos Gold and its affiliates and their respective joint actors are the beneficial ownership of, or exercise control or direction over, that number of equity securities that represent on an as converted basis more than 19.99% of the issued and outstanding common shares of AuRico Metals.
9.
Names of any joint actors in connection with the disclosure required herein:
Not applicable.
10.
In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value in Canadian dollars of the consideration paid by the Offeror:
See Item 6 above.
11.
If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of National Instrument 62-103 in respect of the reporting issuer’s securities:
Not applicable.
12.
If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance:
The Transaction was made through a private placement under the accredited investor exemption.
Dated at Toronto, Ontario the 31st day of August, 2015.
ALAMOS GOLD INC.
“James R. Porter”
James R. Porter
Chief Financial Officer



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