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VANCOUVER, BC, April 19, 2021 /CNW/ - Josemaria Resources Inc.
(TSX: JOSE) (OMX: JOSE) (OTCQB: JOSMF) ("Josemaria
Resources" or the "Company") is pleased to announce that
it has closed its previously announced bought deal financing (the
"Offering") as well as the previously announced concurrent
private placement (the "Concurrent Private Placement") for
aggregate gross proceeds of approximately C$52 million. View PDF Version.
Adam Lundin, Josemaria Resources'
Chief Executive Officer, comments: "We would like to thank our
shareholders for their support. We have recently completed a robust
feasibility study, submitted our Environmental and Social Impact
Assessment, and commenced assembling the senior leadership team
that will ultimately be responsible for constructing the Company's
100% owned Josemaria Copper-Gold Project in San Juan, Argentina. The current strong commodity price
backdrop indicates the beginning of a commodity price cycle
supporting our intention of bringing this ore body into
production."
Pursuant to the Offering, a total of 16,675,000 common shares of
the Company, including 2,175,000 common shares issued pursuant to
the over-allotment option which was exercised in full, were sold at
a price of C$0.69 per common share,
for aggregate gross proceeds of approximately C$11.5 million. The Offering was conducted
through a syndicate of underwriters led by BMO Capital Markets and
including Canaccord Genuity Corp., Cormark Securities Inc.,
National Bank Financial Inc., PI Financial Corp. and Haywood
Securities Inc. (collectively, the "Underwriters").
Pursuant to the Concurrent Private Placement, a total of
approximately 58 million common shares were sold at a price of
SEK 4.74 (corresponding to
approximately C$0.69) per share for
additional aggregate gross proceeds of the SEK equivalent of
approximately C$40.5 million. The
Concurrent Private Placement was to certain investors introduced to
the Company by Pareto Securities Ltd. ("Pareto Securities"),
and to certain other investors, including Lorito Holdings S.à.r.l
("Lorito"). No commission or other fee was paid to the
Underwriters in connection with the sale of common shares pursuant
to the Concurrent Private Placement. The Company paid finder fees
to Pareto Securities of up to 5% of the gross proceeds raised by
investors in the Concurrent Private Placement introduced to the
Company by Pareto Securities. No commission or other fee was paid
to any party in connection with the sale of common shares under the
Offering or the Concurrent Private Placement to Lorito. The common
shares issued pursuant to the Concurrent Private Placement are
subject to a statutory hold period in Canada expiring on August 20, 2021. The Concurrent Private Placement
is subject to final TSX approval.
The net proceeds of the Offering and the Concurrent Private
Placement will be used to continue advancing the Josemaria
copper-gold project in San Juan, Argentina (the "Josemaria Project"),
repayment of certain outstanding debentures of the Company and
general corporate purposes.
Lorito, an entity owned by the Lundin Family trusts, is an
insider of the Company and, together with Zebra Holdings and
Investments S.à.r.l ("Zebra"), an entity owned by the Lundin
Family trusts, held an aggregate of 38.9% of the issued and
outstanding common shares, on a non-diluted basis, prior to the
closing of the Offering and the Concurrent Private Placement.
Lorito purchased 27,585,656 common shares pursuant to the
Concurrent Private Placement and purchased 2,175,000 common shares
pursuant to the Offering. Following completion of the Offering and
Concurrent Private Placement, Lorito, together with Zebra, hold an
aggregate of 147,558,954 common shares, representing 39.0% of the
issued and outstanding common shares, on a non-diluted basis. Such
participation in the Offering and Concurrent Private Placement
constitutes a "related party transaction" as defined in
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions ("61-101"). The Offering
and Concurrent Private Placement are exempt from the formal
valuation and minority shareholder approval requirements of 61-101
as neither the fair market value of the securities issued to
related parties nor the consideration for such securities exceed
25% of the Company's market capitalization. The Company filed a
material change report less than 21 days before closing the
Offering and Concurrent Private Placement as the shorter period was
necessary in order to permit the Company to close the Offering and
Concurrent Private Placement in a timeframe consistent with usual
market practice for transactions of this nature.
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
Offering or the Concurrent 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.
ABOUT JOSEMARIA RESOURCES
Josemaria Resources Inc. is
a Canadian natural resources company focused on developing its
advanced stage, 100% owned Josemaria 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
Resources is a Lundin Group company and works in partnership with
the Lundin Foundation to execute best practice 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 territories
of Canada 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
The information was submitted for publication, through the
agency of the contact person set out below, on April 19, 2021 at 09:30
EDT.
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WKN: A2PN5S / ISIN: CA48086P1009
CAUTIONARY NOTE 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
securities legislation. All statements, other than statements of
historical fact, included herein, including, without limitation,
the potential future development of the Josemaria Project; the
future price of copper, gold, silver and other commodities; the
anticipated use of proceeds from the Offering and the Concurrent
Private Placement and the anticipated timing for obtaining TSX
approval for the Concurrent Private Placement; 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.