Medellín based Mineros S.A. (BVC: MINEROS) announced Friday that is filed, and obtained a receipt for, a revised preliminary prospectus dated September 16, 2021, with the securities regulatory authorities in each of the provinces of Canada excepting Québec, for a proposed initial public offering of common shares. The gross proceeds of the offering are expected to be $25 million USD. The number of common shares to be sold and price per common share have not yet been determined. The offering will be managed by Scotiabank and Sprott Capital Partners LP. Mineros will grant the underwriters an over-allotment option, exercisable for a period of 30 days from the date of the closing of the offering, to purchase up to an additional 15% of the total number of common shares to be sold pursuant to the offering.
Mineros President and CEO Andrés Restrepo Isaza (above) commented “Mineros is a well-established Latin American gold mining company with a long history of delivering growth and strong dividends to investors on the Colombian Stock Exchange. Filing our preliminary prospectus is an important step for the company’s growth, as we establish ourselves as a multi-asset, mid-tier gold producer “.
In connection with the offering, Mineros has applied to list the common shares to be distributed under the offering, as well as its additional issued and outstanding common shares, on the Toronto Stock Exchange (TSX). The company has also applied for an exemption from the individual voting and majority voting requirements applicable to listed issuers under TSX policies, on grounds that compliance with such requirements would constitute a breach of Colombian regulations which require the directors to be elected on the basis of a slate of nominees proposed for election pursuant to an electoral quotient system as more fully set out in the preliminary prospectus. Listing is subject to the approval of the TSX in accordance with its original listing requirements. The TSX has not conditionally approved the company’s listing application and there is no assurance that the TSX will approve the listing application.
The preliminary prospectus containing important information relating to the common shares has been filed with securities commissions or similar authorities in each of the provinces of Canada, except Québec. The preliminary prospectus is still subject to completion or amendment. Copies of the preliminary prospectus may be obtained from either of the underwriters listed above and will be available on https://sedar.com/. There will not be any sale or any acceptance of an offer to buy the securities until a receipt for the final prospectus has been issued. No securities regulatory authority has either approved or disapproved the contents of this news release.
Mineros intends to use the net proceeds from the offering to fund repayment of the indebtedness created by the Luna Roja Davivienda loan and for general working capital. The funds provided by the Luna Roja Davivienda loan were used to complete the acquisition by Hemco of the 50% interest in the Luna Roja exploration target not already owned by it and the acquisition of the corresponding interest in the related joint venture which closed on May 21, 2021.
The same day, Mineros also filed with the Colombian Superintendence of Finance a preliminary prospectus in respect of a concurrent public offering in Colombia of common shares for gross proceeds of up to $10 million USD. The Colombian offering is being made through Corredores Davivienda S.A., Comisionista de Bolsa, as underwriter. The offering of the common shares in the Colombian Stock Exchange (BVC) pursuant to the Colombian offering and the offering remains subject to the approval of the Colombian Superintendence of Finance.
The Common Shares have not been registered in the United States, so they are not offered or sold in the United States except under an appropriate exemption.
Gowling WLG (Canada) LLP in Canada and DLA Piper Martinez Beltran in Colombia are acting as legal counsel to the Mineros, and Fasken Martineau DuMoulin LLP is acting as legal counsel to the underwriters.