Meridian Completes Equity for Debt Transaction and Announces New Capital Structure
Meridian Completes Equity for Debt
Transaction and Announces New Capital
Structure
"Significant removal of debt and reduction of issued shares"
LONDON
,
July 20, 2020
/CNW/ - Meridian Mining SE (TSXV: MNO) ("Meridian" or the "Company")
is pleased to announce that it has issued 11,869,142 common shares for the repayment of
C$16,669,531
of Company debt. 5,958,540 common shares have been issued to Sentient Global
Resource Fund IV L.P ("Fund IV") for the payment of
C$14,896,350
and 5,910,602 common shares
have been issued to The Sentient Group's nominees for the repayment of
C$1,773,181
. As part of
the now completed corporate restructure and related capital raise the Company has repaid a
significant part of its debts. The remaining loan outstanding to Fund IV, is held via a Limited
Recourse Loan with a zero percent (0.0%) interest rate, a two year term and a pre-set conversion
price of
C$2.50
per common shares for a fixed number of 5,869,671 common shares
1
. The
common shares issued in respect of the debt settlements are subject to a four month hold period
expiring on
November 17
, 2020.
The Company also announces that Fund IV has surrendered 141,011,304 common shares in the
capital of the Company to facilitate the restructuring of the Company's capital structure.
The completion of the repayment of debt, together with the recently completed financing and the
surrender of equity by Fund IV is a significant milestone for the Company and allows it to focus on its
portfolio of exciting exploration and resource development projects in Brazil.
As a result of the recent transactions, the Company's current capital structure consists of the
following:
83,408,985 common shares.
46,766,666 share purchase warrants. Each warrant is exercisable into once common share at a
price of
C$0.11
until
July 15, 2022
.
1,962,060 compensation units issued to finders under the recently completed equity financing.
Each compensation unit exercisable at a price of
C$0.075
into one common share and one
share purchase warrant until
July 15, 2022
. Each warrant exercisable into once common share
at a price of
C$0.11
until
July 15, 2022
.
The Company is in process of reducing the number of stock options outstanding to correlate
with the new capital structure and represent not more than 10% of the number of issued and
outstanding common shares in accordance with the terms of the Company's Stock Option Plan.
It is anticipated that the Company will have approximately 8,340,000 stock options outstanding
once the reduction is complete.
Dr. Adrian McArthur CEO, states, "The Company acknowledges the support of Sentient Global
Resource Fund IV L.P and the Sentient Group in the restructuring of the Meridian, which has
facilitated the recent successful capital raise. Through this arrangement, the two parties retain
exposure to discovery upside, whilst allowing Meridian to focus on its exciting exploration and
resource development portfolio with a broadened shareholder base."
1
See Meridian news releases: April 27
th
, 28
th
and June 18
th
, 2020
On behalf of the Board of Directors of Meridian Mining S.E.
Dr.
Adrian McArthur
CEO, President and Director
Meridian Mining S.E.
Ph: +1 778-715-6410 (PST)
ABOUT MERIDIAN
Meridian Mining SE is focused on the acquisition, exploration, development and mining activities in
Brazil
. The Company is currently focused on exploring and developing the Espigão copper gold
polymetallic project, the Mirante da Serra manganese project and maintaining the Ariquemes tin
exploration portfolio in the state of Rondônia,
Brazil
.
Further information can be found at
www.meridianmining.co
.
FORWARD-LOOKING STATEMENTS
Some statements in this presentation contain forward-looking information or forward-looking
statements for the purposes of applicable securities laws. These statements include, among others,
statements with respect to the Company's plans for exploration, development and exploitation of its
properties and potential mineralisation. These statements address future events and conditions and,
as such, involve known and unknown risks, uncertainties and other factors, which may cause the
actual results, performance or achievements to be materially different from any future results,
performance or achievements expressed or implied by the statements. Such risk factors include,
among others, failure to obtain regulatory approvals, failure to complete anticipated transactions, the
timing and success of future exploration and development activities, exploration and development
risks, title matters, inability to obtain any required third party consents, operating risks and hazards,
metal prices, political and economic factors, competitive factors, general economic conditions,
relationships with strategic partners, governmental regulation and supervision, seasonality,
technological change, industry practices and one-time events. In making the forward-looking
statements, the Company has applied several material assumptions including, but not limited to, the
assumptions that: (1) the proposed exploration, development and exploitation of mineral projects will
proceed as planned; (2) market fundamentals will result in sustained metals and minerals prices and
(3) any additional financing needed will be available on reasonable terms. The Company expressly
disclaims any intention or obligation to update or revise any forward-looking statements whether as
a result of new information, future events or otherwise except as otherwise required by applicable
securities legislation.
The Company cautions that it has not completed any feasibility studies on any of its mineral
properties, and no mineral reserve estimate or mineral resource estimate has been established. In
particular, because the Company's production decision relating to Meridian Mineração Jaburi S.A,
manganese project is not based upon a feasibility study of mineral reserves, the economic and
technical viability of the Espigão manganese project has not been established.
The TSX Venture Exchange has neither approved nor disapproved the contents of this news release.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.
SOURCE
Meridian Mining S.E.
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For further information:
Dr. Adrian McArthur, CEO, President and Director, Meridian Mining S.E.,
Ph: +1 778-715-6410 (PST)
CO: Meridian Mining S.E.
CNW 08:50e 20-JUL-20