Euro Sun Mining Announces Upsizing of Previously Announced Bought Deal Public Offering of Units
EURO SUN MINING ANNOUNCES UPSIZING OF PREVIOUSLY ANNOUNCED
BOUGHT DEAL PUBLIC OFFERING OF UNITS
Not for distribution to United States newswire services or dissemination in the United States.
May 15, 2020
Toronto, Ontario
Euro Sun Mining Inc. (TSX: ESM) (“Euro Sun” or the “Company”) announces that it has entered
into an amending agreement with Sprott Capital Partners LP on its own behalf and, if applicable,
on behalf of a syndicate of underwriters (together, the “ Underwriter”) pursuant to which the
Underwriter has agreed to purchase, on a bought deal basis, 51, 282,052 units of the Company
(the “Units”) at a price of C$0.39 per Unit (the “Issue Price”) for gross proceeds of approximately
C$20,000,000 (the “Offering”). Each Unit is comprised of one (1) common share in the capi tal
of the Company (each, a “ Common Shares ”) and one half of one Common Share purchase
warrant (each whole warrant, a “ Warrant”) entitling the holder to purchase one Common Share
(each, a “Warrant Share”) at C$0.55 at any time on or before the date which is thirty-six months
after the Closing Date (as defined below).
The Company will grant to the Underwriter an option to cover ov er-allotments and for market
stabilization purposes (the “Over-Allotment Option”) to purchase up to that number of additional
Units equal to 15% of the Offering size at the Issue Price. The Over-Allotment Option will be
exercisable in whole or in part, at any time and from time to time, for a period of 30 days from and
including the Closing Date. If the Over-Allotment Option is exercised in full, an additiona l
C$3,000,000 will be raised pursuant to the Offering and the aggregate gross proceeds of the
Offering will be approximately C$23,000,000.
The Company intends to use the net proceeds of the Offering for the exploration and development
of the Company’s projects, including permitting and feasibility study, and for working capital
purposes.
The Offering is scheduled to close on or about June 5, 2020, or such other date as may be agreed
to between the Company and the Underwriter (the “ Closing Date ”) and is subject to certain
conditions, including, but not limited to, the receipt of all n ecessary approvals, including the
approval of the Toronto Stock Exchange (the “ TSX”) and the applicable securities regulatory
authorities.
On the Closing Date, the Company shall pay to the Underwriters a cash commission of 7% of the
gross proceeds raised under the Offering (including in connecti on with the exercise of the Over-
Allotment Option). In addition, on the Closing Date, the Company shall issue to the Underwriters
warrants of the Company (the “Broker Warrants”), exercisable for a period of 24 months following
the Closing Date, to acquire in aggregate that number of Units which is equal to 7% of the number
of Units sold under the Offering (including Units issued in con nection with the exercise of the
Over-Allotment Option) at an exercise price equal to the Issue Price.
The Units will be offered by way of a short form prospectus to be filed in all of the provinces of
Canada, other than Quebec, pursuant to National Instrument 44-1 01 – Short Form Prospectus
Distributions and will be offered in the United States and to U nited States persons that are
“institutional accredited investors” within the meaning of the United States Securities Act of 1933,
as amended (“ U.S. Securities Act ”), on a private placement basis pursuant to one or more
exemptions from the requirements of the U.S. Securities Act, and may also be offered on a private
placement basis in certain jurisdictions outside of Canada and the United States pursuant to
applicable prospectus exemptions.
About Euro Sun Mining Inc.
Euro Sun is a Toronto Stock Exchange listed mining company focu sed on the exploration and
development of its 100%-owned Rovina Valley gold and copper pro ject located in west-central
Romania, which hosts the second largest gold deposit in Europe.
For further information about Euro Sun Mining, or the contents of this press release, please
contact Investor Relations at [email protected]
Caution regarding forward-looking information:
This press release contains “forward-looking information” within the meaning of applicable Canadian
securities legislation. Forward-looking information includes, without limitati on, statements regarding the
Offering, the Over-Allotment Option, the anticipated Closing Date and the use of proceeds of the Offering.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors that
may cause the actual results, level of activity, performance or achievements of the Company to be materially
different from those expressed or im plied by such forward-looking info rmation, including risks inherent in
the mining industry and risks described in the public di sclosure of the Company which is available under
the profile of the Company on SEDAR at ww w.sedar.com and on the Company's website at
www.eurosunmining.com. Although the Company has atte mpted to identify import ant factors that could
cause actual results to differ materially from those contained in forward-looking information, there may be
other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance
that such information will prove to be accurate, as actual results and fu ture events could differ materially
from those anticipated in such statements. Accordingly, readers should not place undue reliance on
forward-looking information. The Company does not undertake to update any forward-looking information,
except in accordance with applicable securities laws.
The TSX does not accept responsibility for the adequacy or accuracy of this news release.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be
any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful,
including any of the securities in the United States of America. The securities have not been and will not be
registered under the United States Securities Ac t of 1933, as amended (the “1933 Act”) or any state
securities laws and may not be offered or sold within the United States or to, or for account or benefit of,
U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and
applicable state securities laws, or an exemption from such registration requirements is available.