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VANCOUVER, BC, March 26, 2021 /CNW/ - Josemaria
Resources Inc. (TSX: JOSE) (OMX: JOSE) ("Issuer" or the
"Company") is pleased to announce that it has increased the size of
its previously announced private placement (the "Private
Placement") of common shares (the "Common Shares") of the Company,
from the SEK equivalent of C$30.5
million to the SEK equivalent of C$40.5 million. View PDF Version.
The SEK denominated Private Placement is expected to result in
aggregate gross proceeds of SEK 278.3
million, approximately C$40.5
million, to the Company through the issuance of
58,708,900 Common Shares at a price of SEK 4.74 (corresponding
to approximately C$0.69) per share (the "Subscription
Price").
A Lundin Family related trust has participated in the equity
offering with approximately C$20.5
million.
As previously announced, the Private Placement is being
completed concurrently with a public offering (the "Public
Offering") pursuant to which a syndicate of underwriters led by BMO
Capital Markets (the "Underwriters") have agreed to buy, on a
bought deal basis, 14,500,000 Common Shares at C$0.69 for gross proceeds of approximately
C$10 million.
The net proceeds of the Public Offering and Private Placement
will be used to continue advancing the Josemaria copper-gold
project in San Juan, Argentina
ahead of construction, repayment of certain outstanding debentures
of the Company and general corporate purposes. In respect of the
Public Offering, Common Shares will be offered by way of a short
form prospectus in all of the provinces and territories of
Canada, other than Quebec. The Public Offering and Private
Placement are expected to close on or about April 19, 2021 and are subject to Josemaria
receiving all necessary regulatory approvals including the approval
of the TSX and approval by the Swedish Financial Supervisory
Authority of a prospectus in Sweden for the admission to trading of new
shares on Nasdaq Stockholm. Following the closing of the Private
Placement and the Public Offering, the number of outstanding Common
Shares will be 376,192,309. Any Common Shares issued pursuant to
the Private Placement will be subject to a statutory hold period in
Canada for a period of 4 months
and one day. Finders fees of up to 5% may be payable on sales made
pursuant to the Private Placement, other than with respect to sales
made to the Lundin Family related trust.
This news 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 has been or will be prepared in connection with the
Public Offering or Private Placement.
This news release does not constitute an offer to sell or a
solicitation of an offer to sell any of securities in the United States. The securities have not
been and will not be registered under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act"), or any state
securities laws and may not be offered or sold within the United States unless registered under the
U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.
The issuance of Common Shares to the Lundin Family trust, will
constitute a "related party transaction", as defined under
Multilateral Instrument 61- 101 ("MI 61-101") as such entity is an
insider 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 JOSEMARIA:
Josemaria Resources Inc. is a natural
resources company focused on developing its advanced stage, 100%
owned Josemaria Copper-Gold Project in the San Juan Province of
Argentina. A recently published
Feasibility Study (see "NI 43-101 Technical Report, Feasibility
Study for the Josemaria Copper-Gold Project, San Juan Province,
Argentina " dated effective
September 28, 2020 and filed on
November 5, 2020) demonstrates a
simple and conventional open pit copper-gold project with robust
economics and a rapid payback period. Josemaria is a Lundin Group
company and works in partnership with the Lundin Foundation to
execute best practices in responsible mineral development in
Argentina where the Lundins have a
30-year track record of value creation. The Company is a reporting
issuer in all Provinces and its corporate head office is in
Vancouver, BC. The Company's
shares are listed on the TSX and on Nasdaq Stockholm under the
symbol "JOSE", and trade on the OTCQB under the symbol "JOSMF".
On behalf of Josemaria Resources,
Adam Lundin,
President and CEO
ADDITIONAL INFORMATION:
This is information that the
Company is obliged to make public pursuant to the EU Market Abuse
Regulation. The information was submitted for publication, through
the agency of the contact persons set out below on March 26, 2021 at 2:00pm
Eastern Time.
CAUTION REGARDING FORWARD-LOOKING INFORMATION AND
STATEMENTS:
This press release includes certain
"forward-looking information" and "forward-looking statements"
(collectively "forward-looking statements") within the meaning of
applicable Canadian securities legislation. All statements, other
than statements of historical fact, included herein, including,
without limitation, the potential future development of the
Josemaria Project; the anticipated use of proceeds from the Public
Offering and the Private Placement, the anticipated timing of the
Public Offering and the Private Placement, and the anticipated
timing for obtaining requisite regulatory (including TSX)
approvals; the Company's business goals and objectives are
forward-looking statements. Forward-looking statements are
frequently, but not always, identified by words such as "expects",
"anticipates", "believes", "intends", "estimates", "potential",
"possible", and similar expressions, or statements that events,
conditions, or results "will", "may", "could", or "should" occur or
be achieved.
Forward-looking statements involve various risks and
uncertainties. There can be no assurance that such statements will
prove to be accurate, and actual results and future events could
differ materially from those anticipated in such statements.
Important factors that could cause actual results to differ
materially from the Company's expectations include the Company's
ability to finance its planned exploration and development of the
Josemaria Project; commodity price fluctuations; uncertainty as to
whether there will ever be production at the Company's Josemaria
Project; risks related to the Company's ability to commence
production and generate revenues; risks related to lack of
infrastructure; risks related to delays or failure to receive
requisite permits and government approvals; risks related to
inclement weather; risks related to dependence on third parties for
the development of projects; uncertainties relating to the
assumptions underlying resource and reserve estimates; mining and
development risks, including risks related to accidents, equipment
breakdowns, labor disputes, non-compliance with permit requirements
or other unanticipated difficulties with or interruptions in
development, construction or production; the geology, grade and
continuity of the Company's mineral deposits; the uncertainties
involving success of exploration, development and mining
activities; permitting timelines; risks pertaining to the outbreak
of the global pandemics, including COVID-19; government regulation
of mining operations; environmental risks; prices for energy
inputs, labour, materials, supplies and services; uncertainties
involved in the interpretation of drilling results and geological
tests; the need for cooperation of government agencies and
indigenous groups; unanticipated variation in geological
structures, metal grades or recovery rates; fluctuations in
currency exchange rates; unexpected cost increases; uncertainty
related to title to the Company's mineral properties; the ability
of the Company to satisfy the conditions of the terms and
conditions of the debentures issued pursuant to credit facilities;
and the timing and success in obtaining requisite regulatory
approvals and other risks and uncertainties disclosed in the
Company's periodic filings with Canadian securities regulators and
in other Company reports and documents filed with applicable
securities regulatory authorities from time to time, including the
Company's most recent Annual Information Form available under the
Company's profile at www.sedar.com. In addition, these statements
involve assumptions made with regard to the Company's ability to
develop the Josemaria Project and to achieve the results outlined
in the Feasibility Study; the ability to raise the capital required
to fund construction and development of the Josemaria Project; and
the results and impact of future exploration at the Josemaria
Project. The Company's forward-looking statements reflect the
beliefs, opinions, and projections on the date the statements are
made. The Company assumes no obligation to update the
forward-looking statements or beliefs, opinions, projections, or
other factors, should they change, except as required by law.
SOURCE Josemaria Resources Inc.