Mineros Files Preliminary Prospectus for Initial Public Offering in Canada and Colombia
Mineros Files Preliminary Prospectus for Initial Public Offering in Canada and Colombia
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES/
Medellin, Colombia – September 17, 2021 – Mineros S.A. (BVC: MINEROS) (“Mineros” and/or the
“Company”) announced today that is has filed, and obtained a receipt for, a revised preliminary
prospectus dated September 16, 2021 (the “Preliminary Prospectus”), with the securities regulatory
authorities in each of the provinces of Canada, other than Québec, for a proposed initial public offering
of common shares (the “Offering”). The gross proceeds of the Offering are expected to be US$25 million.
The number of common shares to be sold and price per common share have not yet been determined.
The Offering will be managed by Scotiabank and Sprott Capital Partners LP (collectively, the
“Underwriters”). Mineros will grant the Underwriters an over-allotment option, exercisable for a period
of 30 days from the date of the closing of the Offering, to purchase up to an additional 15% of the total
number of common shares to be sold pursuant to the Offering.
Mineros President and CEO Andrés Restrepo Isaza commented “Mineros is a well-established Latin
American gold mining company with a long history of delivering growth and strong dividends to investors
on the Colombian Stock Exchange. Filing our Preliminary Prospectus is an important step for the
Company’s growth, as we establish ourselves as a multi-asset, mid-tier gold producer ”.
In connection with the Offering, Mineros has applied to list the Common Shares to be distributed under
the Offering, as well as its additional issued and outstanding Common Shares, on the Toronto Stock
Exchange (“TSX”). The Company has also applied for an exemption from the individual voting and
majority voting requirements applicable to listed issuers under TSX policies, on grounds that compliance
with such requirements would constitute a breach of Colombian Regulations which require the directors
to be elected on the basis of a slate of nominees proposed for election pursuant to an electoral quotient
system as more fully set out in the Preliminary Prospectus. Listing is subject to the approval of the TSX
in accordance with its original listing requirements. The TSX has not conditionally approved the
Company’s listing application and there is no assurance that the TSX will approve the listing application.
The Preliminary Prospectus containing important information relating to the Common Shares has been
filed with securities commissions or similar authorities in each of the provinces of Canada, other than
Québec. The Preliminary Prospectus is still subject to completion or amendment. Copies of the
Preliminary Prospectus may be obtained from either of the Underwriters listed above, and will be
available on SEDAR at www.sedar.com. There will not be any sale or any acceptance of an offer to buy
the securities until a receipt for the final prospectus has been issued. No securities regulatory authority
has either approved or disapproved the contents of this news release.
Mineros intends to use the net proceeds from the Offering to fund repayment of the indebtedness
created by the Luna Roja Davivienda Loan and for general working capital. The funds provided by the
Luna Roja Davivienda Loan were used to complete the acquisition by Hemco of the 50% interest in the
Luna Roja Exploration Target not already owned by it and the acquisition of the corresponding interest
in the related joint venture which closed on May 21, 2021.
Today, Mineros has also filed with the Colombian Superintendence of Finance a preliminary prospectus
in respect of a concurrent public offering in Colombia of common shares for gross proceeds of up to
US$10 million (the “Colombian Offering”). The Colombian Offering is being made through Corredores
Davivienda S.A., Comisionista de Bolsa, as underwriter. The offering of the common shares in the
Colombian Stock Exchange ( Bolsa de Valores de Colombia ) pursuant to the Colombian Offering and
the Offering remains subject to the approval of the Colombian Superintendence of Finance.
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The Common Shares have not been, nor will they be, registered under the United States Securities Act
of 1933 (the “U.S. Securities Act”) or any state securities laws. Accordingly, the Common Shares may
be not offered or sold in the United States unless an exemption from the registration requirements of
the U.S. Securities Act is available and such offer or sale is made in compliance with any applicable
state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer
to buy, nor shall there by any sale of these securities, in any jurisdiction in which such offer, solicitation
or sale would be unlawful.
Completion of the Offering and the Colombian Offering are subject to the receipt of customary approvals,
including regulatory approvals.
Gowling WLG (Canada) LLP in Canada and DLA Piper Martinez Beltran in Colombia are acting as legal
counsel to the Company, and Fasken Martineau DuMoulin LLP is acting as legal counsel to the
Underwriters.
ABOUT MINEROS S.A.
Mineros is a Latin American gold mining company headquartered in Medellin, Colombia. The Company
has a diversified asset base, with mines in Colombia, Nicaragua and Argentina and a pipeline of
development and exploration projects throughout the region.
The board of directors and management of Mineros have extensive experience in mining, corporate
development, finance and sustainability. Mineros has a long track record of maximizing shareholder
value and delivering solid annual dividends. For almost 50 years Mineros has operated with a focus on
safety and sustainability at all our operations.
Mineros’ common shares trade on the Colombian Stock Exchange (BVC) under the symbol “MINEROS”.
For further information, please contact:
Fiona Childe
or:
Patricia Ospina
relació[email protected]
(574) 2665757
Forward-Looking Statements
This news release contains forward–looking information within the meaning of applicable securities
legislation, which reflects Mineros’ current expectations regarding future events including completion of
the Offering and the Colombian Offering, listing of the Common Shares on the TSX and the Colombian
Stock Exchange, expected use of proceeds and regulatory approvals . Forward–looking information is
based on a number of assumptions and is subject to a number of risks and uncertainties, many of which
are beyond the Company's control, which could cause actual results and events to differ materially from
those that are disclosed in or implied by such forward–looking information. Such risks and uncertainties
include, but are not limited to, market conditions, the price of gold, currency fluctuations, execution of a
definitive underwriting agreement, filing of a final prospectus and obtain a receipt therefor, satisfaction
of conditions to complete the Offering and the Colombian Offering, and failure to obtain condition
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approval for the listing of the Common Shares on the TSX or the Colombian Stock Exchange and the
factors discussed under "Risk Factors" in the Preliminary Prospectus. Mineros does not undertake any
obligation to update such forward-looking information, whether as a result of new information, future
events or otherwise, except as expressly required by applicable law.