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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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ORLA MINING LTD. (Name of Issuer) |
Common Shares without par value (Title of Class of Securities) |
68634K106 (CUSIP Number) |
12/31/2020 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 68634K106 |
| 1 | Names of Reporting Persons
AGNICO EAGLE MINES LIMITED | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
ONTARIO, CANADA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
38,002,589.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
11.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: The number of shares beneficially owned includes common shares issuable upon the exercise of certain warrants to purchase 10,400,000 common shares that are held by the Reporting Person.
Explanatory Note: The cover page to this Schedule 13G details the Reporting Person's beneficial ownership as of March 31, 2025. This Schedule 13G is filed by the Reporting Person pursuant to Rule 13d-1(d) in connection with the registration of the common shares pursuant to Section 12(b) of the Securities Exchange Act of 1934, as amended, on December 21, 2020. The Reporting Person inadvertently failed to file a Schedule 13G when originally due following Issuer's initial listing on the New York Stock Exchange, as well as any amendments thereto since that time and is filing this corrective Schedule 13G on the date hereof. The Reporting Person's beneficial ownership of the Issuer's common shares for the years ended December 31, 2020, December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024 is detailed in Item 4 below.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
ORLA MINING LTD. | |
| (b) | Address of issuer's principal executive offices:
SUITE 1010, 1075 WEST GEORGIA STREET VANCOUVER, A1, V6E 3C9 | |
| Item 2. | ||
| (a) | Name of person filing:
Agnico Eagle Mines Limited | |
| (b) | Address or principal business office or, if none, residence:
145 King Street East, Suite 400, Toronto, Ontario, Canada, M5C 2Y7 | |
| (c) | Citizenship:
Canada | |
| (d) | Title of class of securities:
Common Shares without par value | |
| (e) | CUSIP No.:
68634K106 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
As of March 31, 2025, December 31, 2024 and December 31, 2023, the Reporting Person beneficially owned 38,002,589 common shares of the Issuer, comprised of 27,602,589 common shares and 10,400,000 common share purchase warrants of the Issuer.
As of December 31, 2022 and December 31, 2021, the Reporting Person beneficially owned 34,015,348 common shares of the Issuer, comprised of 23,615,348 common shares and 10,400,000 common share purchase warrants of the Issuer.
As of December 31, 2020, the Reporting Person beneficially owned 31,457,835 common shares of the Issuer, comprised of 21,057,835 common shares and 11,270,250 common share purchase warrants of the Issuer. | |
| (b) | Percent of class:
As of March 31, 2025, approximately 11.42%. The percentage of class of common shares is calculated based on 332,750,000 common shares deemed issued and outstanding as of March 31, 2025, being the sum of (i) 322,350,000 common shares issued and outstanding as of March 31, 2025 as disclosed by the Issuer in its Condensed Interim Consolidated Financial Statements for the three months ended March 31, 2025 attached as Exhibit 99.1 to the Issuer's Report of Foreign Private Issuer on Form 6-K furnished by Issuer on May 12, 2025 and (ii) 10,400,000 common shares issuable upon the exercise of common share purchase warrants (referred to in Item 4(a) above).
As of December 31, 2024, approximately 11.44%. The percentage of class of common shares is calculated based on 332,077,653 common shares deemed issued and outstanding as of December 31, 2024, being the sum of (i) 321,677,653 common shares issued and outstanding as of December 31, 2024 as disclosed by the Issuer in its annual report on Form 40-F filed on March 19, 2025 and (ii) 10,400,000 common shares issuable upon the exercise of common share purchase warrants.
As of December 31, 2023, approximately 11.68%. The percentage of class of common shares is calculated based on 325,473,995 common shares deemed issued and outstanding as of December 31, 2023, being the sum of (i) 315,073,995 common shares issued and outstanding as of December 31, 2023 as disclosed by the Issuer in its annual report on Form 40-F filed on March 20, 2024 and (ii) 10,400,000 common shares issuable upon the exercise of common share purchase warrants.
As of December 31, 2022, approximately 10.76%. The percentage of class of common shares is calculated based on 316,209,108 common shares deemed issued and outstanding as of December 31, 2022, being the sum of (i) 305,809,108 common shares issued and outstanding as of December 31, 2022 as disclosed by the Issuer in its annual report on Form 40-F filed on March 20, 2023 and (ii) 10,400,000 common shares issuable upon the exercise of common share purchase warrants.
As of December 31, 2021, approximately 13.18%. The percentage of class of common shares is calculated based on 257,999,954 common shares deemed issued and outstanding as of December 31, 2021, being the sum of (i) 247,599,954 common shares issued and outstanding as of December 31, 2021 as disclosed by the Issuer in its annual report on Form 40-F filed on March 21, 2022 and (ii) 10,400,000 common shares issuable upon the exercise of common share purchase warrants.
As of December 31, 2020, approximately 13.44%. The percentage of class of common shares is calculated based on 240,556,190 common shares deemed issued and outstanding as of December 31, 2020, being the sum of (i) 229,285,940 common shares issued and outstanding as of December 31, 2020 as disclosed by the Issuer in its annual report on Form 40-F filed on March 22, 2021, (ii) 10,400,000 common shares issuable upon the exercise of common share purchase warrants and (iii) 870,250 common shares issuable upon the exercise of common share purchase warrants. | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
38,002,589 | ||
| (ii) Shared power to vote or to direct the vote:
0 | ||
| (iii) Sole power to dispose or to direct the disposition of:
38,002,589 | ||
| (iv) Shared power to dispose or to direct the disposition of:
0 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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