Golden Minerals Announces $2.25 Million Registered Direct Offering
17 Julio 2019 - 8:00AM
Golden Minerals Company (NYSE American and TSX: AUMN) (“Golden
Minerals" or the "Company”) today announced that it has
entered into definitive agreements with institutional investors for
an offering of shares of common stock with gross proceeds of $2.25
million. The offering is expected to close on or about July 19,
2019, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. acted as the exclusive
placement agent in connection with this offering. The Company
will issue to the investors approximately 8.65 million registered
shares of common stock at a purchase price of $0.26 per share in a
registered direct offering. Additionally, for each share of
common stock purchased by an investor, such investor will receive
an unregistered warrant to purchase one share of common
stock. The warrants have an exercise price of $0.35 per
share, shall be exercisable commencing six months from the date of
issuance and will expire five years from the initial exercise
date.
Each of the investors in this offering holds
warrants that were issued by the Company in May 2016 and are
exercisable until November 2021. In connection with this
transaction, the Company has agreed to exchange the May 2016
warrants for an equal number of new warrants with an exercise price
of $0.35 exercisable until May 2022.
The Company intends to use the proceeds from the
offering for working capital requirements and general corporate
purposes.
The shares of common stock described above (but
not the warrants or the shares of common stock underlying the
warrants) are being offered pursuant to a shelf registration
statement (File No. 333-220461) which became effective on September
28, 2017. Such shares of common stock may be offered only by
means of a prospectus, including a prospectus supplement, forming a
part of the effective registration statement. A prospectus
supplement and accompanying prospectus relating to the shares of
common stock being offered will be filed with the Securities and
Exchange Commission (SEC). Electronic copies of the
prospectus supplement and accompanying prospectus may be obtained,
when available, on the SEC’s website
at http://www.sec.gov or by contacting H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd
Floor, New York, NY 10022, by phone at (646) 975-6996 or
e-mail at placements@hcwco.com.
The warrants and the shares of common stock
underlying the warrants issued in the offering have not been
registered under the Securities Act of 1933, as amended (the
“Securities Act”), or applicable state securities laws.
Accordingly, the warrants and underlying shares of common stock may
not be offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Securities Act and such
applicable state securities laws. The shares of common stock, as
well as the warrants and the shares of common stock underlying the
warrants, issuable pursuant to the offering have not been qualified
for distribution in any jurisdiction of Canada and, unless a
prospectus is filed in Canada or an exemption from such requirement
is available, may not be traded or resold into or to any person
resident in any jurisdiction of Canada until the day that is four
months and one day after the closing date of the offering.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy any of the
securities described herein. There shall not be any offer,
solicitation of an offer to buy, or sale of securities in any state
or jurisdiction in which such an offering, solicitation, or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Neither the Toronto Stock Exchange nor the NYSE
American has approved nor disapproved the contents of this press
release.
About Golden Minerals
Company
Golden Minerals is a Delaware corporation based
in Golden, Colorado. The Company is primarily focused on
advancing its El Quevar silver property in Argentina and on
acquiring and advancing mining properties in Mexico and
Nevada.
Forward Looking Statements
This press release contains forward-looking
statements within the meaning of Section 27A of the Securities Act
and Section 21E of the Exchange Act and applicable Canadian
securities legislation, including statements regarding the
satisfaction of the closing conditions, the approval of the
offering by the Toronto Stock Exchange or the NYSE American,
anticipated completion of the offering and the intended use of
proceeds from the offering. These statements are subject to risks
and uncertainties, including: whether the proposed offering
is completed, whether required approvals are received, disruptions
in the financial markets, changes in the use of proceeds due to
unanticipated developments and other factors that may cause actual
results, performance or achievements to be materially different
than those expressed or implied. Additional risks relating to
Golden Minerals may be found in the periodic and current reports
filed with the Securities Exchange Commission by Golden Minerals,
including the Company's Annual Report on Form 10-K for the year
ended December 31, 2018.
For additional information please visit http://www.goldenminerals.com/ or contact:
Golden Minerals Company
Karen Winkler
Director of Investor Relations
(303) 839-5060
Investor.relations@goldenminerals.com
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