Cordoba Minerals Announces Closing of C$10 Million Subscription Receipt Financing
Cordoba Minerals Announces Closing of C$10 Million Subscription Receipt Financing
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
TORONTO, CA NA DA, July 11, 2017: Cordoba Minerals Corp. (“Cordoba” or the “Company”)
(TSX-V: CDB; OTCQX: CDBMF) is pleased to announce the closing of its previously announced
bought deal private placement offering (the “Offering”) of subscription receipts (the
“Subscription Receipts”). Pursuant to the Offering, the Company has sold 12,346,000
Subscription Receipts, at a price of C$0. 81 per Subscription Receipt (the “Issue Price”), for
aggregate gross proceeds of approximately C$10 million.
BMO Capital Markets acted as the lead underwriter for a syndicate of underwriters (the
“Underwriters”) including Sprott Private Wealth LP and Haywood Securities Inc.
The Subscription Receipts were issued pursuant to a subsc ription receipt agreement (the
“Subscription Receipt Agreement”) between the Company, BMO Capital Markets, on behalf of
the Underwriters, and Computershare Trust Company of Canada, as subscription receipt agent.
Pursuant to the Subscription Receipt Agreement, the gross proceeds from the Offering (less the
Underwriters’ expenses) (the “ Escrowed Funds ”) have been placed in escrow pending
satisfaction of certain escrow release conditions (the “Release Conditions”), which include (i) all
conditions precedent to the completion of the acquisition (the “Transaction”) from High Power
Exploration Inc. (“HPX”) of its 51% interest in the San Matias Joint Venture through the acquisition
of the shares of HPX Colombia Ventures Ltd. (“Ventures”), a wholly-owned subsidiary of HPX,
and the other transactions contemplated in the share purchase agreement dated June 13, 2017
(the “Share Purchase Agreement”) between the Company, HPX and Ventures; and (ii) there
shall have been no material amendments to the terms and conditions of the Share Purchase
Agreement which have not been approved by BMO Capital Markets.
Upon satisfaction of the Release Conditions, the Escrowed Funds, together with any interest
earned thereon, will be released to the Company and each Subscription Receipt shall be
automatically exchanged, without any further consideration or action by the holder thereof, for
one common share in the capital of the Company (each, a “Common Share”) and one-half of
one common share purchase warrant (each whole common share purchase warrant, a
“Warrant”). Each Warrant will be exercisable to acquire one common share of the Company
(each, a “Warrant Share”) at a price of C$1.08 per Warrant Share, until July 11, 2019, subject to
adjustment in certain events.
The net proceeds from the Offering are anticipated to be used to advance the San Matias Project,
to repay up to C$1.5 million of expenditures by HPX that are not being converted into Common
Shares and Warrants in connection with the Transaction, and for general corporate purposes. If
the Release Conditions have not been satisfied by September 29, 2017 (the “Release Deadline”),
the Subscription Receipts will be deemed to be cancelled and holders of Subscription Receipts
will receive a cash amount equal to the offering price of the Subscription Receipts and accrued
interest. Any shortfall will be funded by the Company.
As consideration for the services provided by the Underwriters in connection with the Offering,
the Underwriters will receive a cash commission of C$600,015.60, which will be payable upon
satisfaction of the Release Conditions. As additional consideration, the Underwriters were granted
370,380 compensation warrants (the “Compensation Warrants”). Each Compensation Warrant
entitles the holder thereof to acquire one unit (a “Unit”). Each Unit is comprised of (i) one Common
Share and one-half of one Warrant if the Release Conditions are satisfied or waived by the
Release Deadline or (ii) one Common Share if the Release Conditions are not satisfied or waived
by the Release Deadline.
All securities issued pursuant to the Offering are subject to a statutory hold period of four months.
About Cordoba Minerals
Cordoba Minerals Corp. is a Toronto-based mineral exploration company focused on the
exploration and acquisition of copper and gold projects in Colombia. Cordoba has a joint venture
with High Power Exploration on the highly prospective, district -scale San Matias Copper-Gold
Project located at sea level with excellent infrastructure and near operating open-pit mines in the
Department of Cordoba. For further information, please visit www.cordobaminerals.com.
ON BEHALF OF THE COMPANY
Mario Stifano, President & CEO
Cordoba Minerals Corp.
Email: [email protected]
Website: www.cordobaminerals.com
Forward-Look ing Statements
This news release includes certain “forward-look ing information” within the meaning of Canadian securities
legislation. Forward-look ing statements include predictions, projections and forecasts and are often, but not
always, identified by the use of words such as “seek ”, “anticipate”, “believe”, “plan”, “estimate”, "forecast",
“expect”, "potential", "project", "target", "schedule", budget" and “intend” and statements that an event or
result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions and
includes the negatives thereof. All statements other than statements of historical fact included in this
release, including, without limitation, statements regarding the Transaction, are forward-look ing statements
that invol ve various risk s and uncertainties. The timing and completion of the Transaction is subject to
customary closing conditions and other risk s and uncertainties including, without limitation, required
regulatory and shareholder approvals. Accordingly, there c an be no assurance that the Transaction will
occur on the timetable or on the terms and conditions contemplated in this news release. The Transaction
could be modified, restructured or terminated. Forward- look ing statements are based on information
available at the time they are made, underlying estimates and assumptions made by management and
management’s good faith belief with respect to future events, performance and results, and are subject to
inherent risk s and uncertainties surrounding future expectations generally, which could cause actual results
to differ materially from what is currently expected. Such risk s and uncertainties include, but are not limited
to, changes in project parameters as plans continue to be refined, future metal prices, availab ility of capital
and financing on acceptable terms, general economic, mark et or business conditions, uninsured risks,
regulatory changes, delays or inability to receive required approvals, and other exploration or other risks
detailed herein and from time to time in the filings made by the Company with securities regulators. Although
the Company has attempted to identify important factors that could cause actual actions, events or results
to differ from those described in forward- look ing statements, there m ay be other factors that cause such
actions, events or results to differ materially from those anticipated. There can be no assurance that
forward-look ing statements will prove to be accurate and accordingly readers are cautioned not to place
undue relianc e on forward-look ing statements which speak only as of the date of this news release. The
Company disclaims any intention or obligation, except to the extent required by law, to update or revise any
forward-look ing statements, whether as a result of new information, future events or otherwise.
Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts
responsibility for the adequacy or accuracy of this release.