Euro Sun Mining Announces C$12 Million Bought Deal Public Offering of Units
May 15 2020 - 7:15AM
Euro Sun Mining Inc. (
TSX: ESM)
(“
Euro Sun” or the “
Company”)
announces that it has entered into an agreement with Sprott Capital
Partners LP on its own behalf and, if applicable, of a syndicate of
underwriters (together, the “
Underwriter”)
pursuant to which the Underwriter has agreed to purchase, on a
bought deal basis, 30,769,231 units of the Company (the
“
Units”) at a price of C$0.39 per Unit (the
“
Issue Price”) for gross proceeds of approximately
C$12 million (the “
Offering”). Each Unit is
comprised of one (1) common share in the capital of the Company
(each, a “
Common Shares”) and one half of one
Common Share purchase warrant (each whole warrant, a
“
Warrant”) entitling the holder to purchase one
Common Share (each, a “
Warrant Share”) at C$0.55
at any time on or before the date which is thirty-six months after
the Closing Date (as defined below).
The Company will grant to the Underwriter an
option to cover over-allotments and for market stabilization
purposes (the “Over-Allotment Option”) to purchase
up to that number of additional Units equal to 15% of the Offering
size at the Issue Price. The Over-Allotment Option will be
exercisable in whole or in part, at any time and from time to time,
for a period of 30 days from and including the Closing Date. If the
Over-Allotment Option is exercised in full, an additional
C$1,800,000 will be raised pursuant to the Offering and the
aggregate gross proceeds of the Offering will be approximately
C$13,800,000.
The Company intends to use the net proceeds of
the Offering for the exploration and development of the Company’s
projects, including permitting and feasibility study, and for
working capital purposes.
The Offering is scheduled to close on or about
June 5, 2020, or such other date as may be agreed to between the
Company and the Underwriter (the “Closing Date”)
and is subject to certain conditions, including, but not limited
to, the receipt of all necessary approvals, including the approval
of the Toronto Stock Exchange (the “TSX”) and the
applicable securities regulatory authorities.
On the Closing Date, the Company shall pay to
the Underwriters a cash commission of 7% of the gross proceeds
raised under the Offering (including in connection with the
exercise of the Over-Allotment Option). In addition, on the Closing
Date, the Company shall issue to the Underwriters warrants of the
Company (the “Broker Warrants”), exercisable for a
period of 24 months following the Closing Date, to acquire in
aggregate that number of Units which is equal to 7% of the number
of Units sold under the Offering (including Units issued in
connection with the exercise of the Over-Allotment Option) at an
exercise price equal to the Issue Price.
The Units will be offered by way of a short form
prospectus to be filed in all of the provinces of Canada, other
than Quebec, pursuant to National Instrument 44-101 – Short Form
Prospectus Distributions and will be offered in the United States
and to United States persons that are “institutional accredited
investors” within the meaning of the United States Securities Act
of 1933, as amended (“U.S. Securities Act”), on a
private placement basis pursuant to one or more exemptions from the
requirements of the U.S. Securities Act, and may also be offered on
a private placement basis in certain jurisdictions outside of
Canada and the United States pursuant to applicable prospectus
exemptions.
About Euro Sun Mining Inc.
Euro Sun is a Toronto Stock Exchange listed
mining company focused on the exploration and development of its
100%-owned Rovina Valley gold and copper project located in
west-central Romania, which hosts the second largest gold deposit
in Europe.
For further information about Euro Sun Mining,
or the contents of this press release, please contact Investor
Relations at info@eurosunmining.com
Caution regarding forward-looking
information:
This press release contains “forward-looking
information” within the meaning of applicable Canadian securities
legislation. Forward-looking information includes, without
limitation, statements regarding the Offering, the Over-Allotment
Option, the anticipated Closing Date and the use of proceeds of the
Offering. Forward-looking information is subject to known and
unknown risks, uncertainties and other factors that may cause the
actual results, level of activity, performance or achievements of
the Company to be materially different from those expressed or
implied by such forward-looking information, including risks
inherent in the mining industry and risks described in the public
disclosure of the Company which is available under the profile of
the Company on SEDAR at www.sedar.com and on the Company's website
at www.eurosunmining.com. Although the Company has attempted to
identify important factors that could cause actual results to
differ materially from those contained in forward-looking
information, there may be other factors that cause results not to
be as anticipated, estimated or intended. There can be no assurance
that such information will prove to be accurate, as actual results
and future events could differ materially from those anticipated in
such statements. Accordingly, readers should not place undue
reliance on forward-looking information. The Company does not
undertake to update any forward-looking information, except in
accordance with applicable securities laws.
The TSX does not accept responsibility for the
adequacy or accuracy of this news release.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy nor shall there be any
sale of any of the securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful, including any of the
securities in the United States of America. The securities have not
been and will not be registered under the United States Securities
Act of 1933, as amended (the “1933 Act”) or any state securities
laws and may not be offered or sold within the United States or to,
or for account or benefit of, U.S. Persons (as defined in
Regulation S under the 1933 Act) unless registered under the 1933
Act and applicable state securities laws, or an exemption from such
registration requirements is available.
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