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VANCOUVER, BC, July 8, 2020 /CNW/ - Filo Mining Corp. (TSXV:FIL)
(Nasdaq First North Growth Market: FIL) ("Issuer" or the
"Company") is pleased to announce that it has increased the
size of its previously announced private placement led by SpareBank
1 Markets AS (the "Concurrent Private Placement") of common
shares (the "Common Shares") of the Company, at a price (the
"Offering Price") of C$1.85
per Common Share, from C$10,000,000
to C$30,000,000. View PDF
Version.
As previously announced, the Concurrent Private Placement is
being completed concurrently with a public offering (the
"Offering") pursuant to which a syndicate of underwriters
led by PI Financial Corp and Canaccord Genuity Corp. (the
"Underwriters") have agreed to buy, on a bought deal basis,
5,500,000 Common Shares at the Offering Price for gross proceeds of
approximately C$10.2 million.
The Company has granted the Underwriters an option (the
"Over-Allotment Option"), exercisable at the offering price
for a period of 30 days following the closing of the Offering, to
purchase up to an additional 15% of the Offering to cover
over-allotments, if any, and for market stabilization purposes. If
the Over-Allotment Option is exercised in full, the total gross
proceeds of the Offering will be C$11.7
million.
Zebra Holdings and Investments S.à.r.l ("Zebra") and
Lorito Holdings S.à.r.l ("Lorito"), entities owned by the
Lundin Family trust, will participate in the Concurrent Private
Placement to maintain their pro rata interest in the Company. The
minimum subscription and allocation per participant in the
Concurrent Private Placement is a number of Common Shares
corresponding to no less than the equivalent of EUR 100,000.
The net proceeds of the Offering and the Concurrent Private
Placement will be used for exploration and development of the
Company's Filo del Sol project and for working capital and general
corporate purposes, as well as repayment of amounts owing pursuant
to outstanding debentures.
The other terms of the Concurrent Private Placement and the
Offering are set out in the press release of the Company dated
July 7, 2020, which is available on
SEDAR at www.sedar.com. The Concurrent Private Placement and the
Offering are expected to close on or about July 30, 2020 or such other date as may be agreed
by the Underwriters and the Company, and is subject to the Company
receiving all necessary regulatory approvals, including the
approval of the TSX Venture Exchange, the Nasdaq First North Growth
Market, and applicable securities regulatory authorities and the
execution of subscription agreements for the Concurrent Private
Placement. The securities issued in the Concurrent Private
Placement will be subject to a standard four month hold period.
The securities offered have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended, or
any U.S. state securities laws, and may not be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
This press release is not a prospectus under Regulation (EU)
2017/1129 (the "EU Prospectus Regulation"). The Company has
not authorized any offer of securities to the public (as defined in
the EU Prospectus Regulation) in any EEA member state and no such
prospectus under the EU Prospectus Regulation has been or will be
prepared in connection with the Offering or the Concurrent Private
Placement.
The issuance of Common Shares to Zebra and Lorito, entities
owned by the Lundin Family trust, will constitute a "related party
transaction", as defined under Multilateral Instrument 61-101
("MI 61-101") as such entities are insiders of the Company.
The transactions will be exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101 as neither
the fair market value of any Common Shares issued to, nor the
consideration paid by, such persons would exceed 25% of the
Company's market capitalization.
About Filo Mining Corp.
Filo Mining is a Canadian exploration and development company
focused on advancing its 100% owned Filo del Sol copper-gold-silver
deposit located in Chile's Region
III and adjacent San Juan Province, Argentina. Filo Mining is a member of the
Lundin Group of Companies.
Additional Information
Filo Mining is listed on the TSX-V and Nasdaq First North Growth
Market under the trading symbol "FIL". The Company's certified
advisor on Nasdaq First North is Pareto Securities AB, +46 8 402 50
00, certifiedadviser.se@paretosec.com.
This is information that Filo Mining Corp. is obliged to make
public pursuant to the EU Market Abuse Regulation. This information
was submitted for publication, through the agency of the contact
person set out below, on July 8, 2020
at 14:00 Eastern Time.
Caution Regarding Forward-Looking Information and
Statements:
Certain statements made and information contained herein in the
press release constitutes "forward looking information" and
"forward-looking statements" within the meaning of applicable
Canadian, United States and other
securities legislation (collectively, "forward-looking
information"). The forward-looking information contained in this
press release is based on information available to the Company as
of the date of this press release. Except as required under
applicable securities legislation, the Company does not intend, and
does not assume any obligation, to update this forward-looking
information. Generally, this forward-looking information can
frequently, but not always, be identified by use of forward-looking
terminology such as "plans", "expects" or "does not expect", "is
expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes",
or variations of such words and phrases or statements that certain
actions, events, conditions or results "will", "may", "could",
"would", "might" or "will be taken", "occur" or "be achieved" or
the negative connotations thereof.
All statements other than statements of historical fact may be
forward-looking statements. Forward looking information is
necessarily based on estimates and assumptions that are inherently
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. The
Company believes that the expectations reflected in the
forward-looking statements and information included in this press
release are reasonable but no assurance can be given that these
expectations will prove to be correct and such forward-looking
statements and information should not be unduly relied upon. This
statement and information speaks as of the date of the press
release. In particular, this press release contains forward-looking
statements or information with respect to the use of proceeds from
the Offering and the Concurrent Private Placement, closing of the
Offering and the Concurrent Private Placement, and the ability to
obtain the necessary regulatory authority and approvals. There can
be no assurance that such statements will prove to be accurate, as
the Company's actual results and future events could differ
materially from those anticipated in this forward-looking
information as a result of the factors discussed in the "Risk
Factors" section in the Company's most recent MD&A and annual
information form available at www.sedar.com.
Forward-looking information is based on certain assumptions that
the Company believes are reasonable, including that the necessary
approvals with respect to the Offering and Concurrent Private
Placement will be obtained in a timely manner, that the current
price of and demand for commodities will be sustained or will
improve, the supply of commodities will remain stable, that the
general business and economic conditions will not change in a
material adverse manner, that financing will be available if and
when needed on reasonable terms, that the Company will not
experience any material labour dispute, accident, or failure of
plant or equipment, and that the Company will receive regulatory
approvals, permits and licenses, as and when required in a timely
manner. These factors are not, and should not be construed as
being, exhaustive. Although the Company has attempted to identify
important factors that would 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 statements will prove to be accurate, as actual results and
future events could differ materially from those anticipated in
such statements. All of the forward-looking information contained
in this document is qualified by these cautionary statements.
Readers are cautioned not to place undue reliance on
forward-looking information due to the inherent uncertainty
thereof.
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.
SOURCE Filo Mining Corp.
