/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE
SERVICES OR DISSEMINATION IN THE
UNITED STATES./
LONDON,
UK, April 1, 2024 /CNW/ - Meridian Mining
UK S (TSX: MNO) (Frankfurt/Tradegate: 2MM)
("Meridian" or the "Company"), is
pleased to announce that it has entered into an agreement with
Beacon Securities Limited and BMO Capital Markets (the "Co-Lead
Underwriters"), on behalf of a syndicate of underwriters
(together with the Co-Lead Underwriters, the
"Underwriters"), pursuant to which the Underwriters have
agreed to purchase, on a bought deal basis, with a right to arrange
for substitute purchasers, 42,860,000 common shares (the
"Offered Shares") of the Company at a price of $0.35 per Offered Share (the "Issue
Price") for aggregate gross proceeds to the Company of
$15,001,000 (the
"Offering").
The Company has granted the Underwriters an option (the
"Over-Allotment Option"), exercisable in whole or in part at
any time and from time to time for up to 30 days following the
Closing Date (as defined below), to purchase up to an additional
number of Offered Shares (the "Additional Shares") equal to
15% of the number of Offered Shares sold pursuant to the Offering
at a price per Additional Share equal to the Issue Price to cover
overallotments, if any, and for market stabilization purposes.
The Offered Shares will be offered (i) in Canada by way of a prospectus supplement to
the Company's existing short form base shelf prospectus dated
February 24, 2023 (the "Base Shelf
Prospectus") to be filed on or before April 3, 2024 in the Provinces of British Columbia, Alberta and Ontario (the "Qualifying
Jurisdictions") pursuant to National Instrument 44-101 -
Short Form Prospectus Distributions and National Instrument
44-102 – Shelf Distributions, which shall qualify the
distribution of the Offered Shares in the Qualifying Jurisdictions;
and (ii) to eligible purchasers by way of available prospectus
exemptions in certain jurisdictions outside of Canada.
The Company intends to use the net proceeds to advance the
Cabaçal project, including for the purposes of a pre-feasibility
study, resource delineation drilling and continued exploration on
the property, working capital and general corporate purposes.
The closing of the Offering is anticipated to occur on or about
April 9, 2024 (the "Closing
Date") and is subject to certain conditions including, but not
limited to, the receipt of all necessary approvals, including the
approval of the Toronto Stock Exchange.
A copy of the Base Shelf Prospectus is available under the
Company's profile on SEDAR+ at www.sedarplus.ca. Once filed, the
prospectus supplement in connection with the Offering will also be
available on SEDAR+.
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 U.S. state securities laws, and may
not be offered or sold in the "United
States" (as such term is defined in Regulation S under the
U.S. Securities Act) unless registered under the U.S. Securities
Act and applicable U.S. state securities laws or an exemption from
such registration is available. This news release shall not
constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of the securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
About Meridian:
Meridian Mining UK S is focused on:
- The development and exploration of the advanced stage Cabaçal
VMS gold-copper project;
- Regional scale exploration of the Cabaçal VMS belt; and
- Exploration in the Jaurú & Araputanga Greenstone belts (the
above all located in the State of Mato
Grosso, Brazil).
On behalf of the Board of Directors of Meridian Mining UK
S
Stay up to date by subscribing for news alerts here:
https://meridianmining.co/contact/
Follow Meridian on Twitter: https://twitter.com/MeridianMining
Further information can be found at:
www.meridianmining.co
Forward-Looking Statements:
Some statements in this news release contain forward-looking
information or forward-looking statements for the purposes of
applicable securities laws, including any exercise of the
Over-Allotment Option, the anticipated use of proceeds, the filing
of the prospectus supplement, the completion of the Offering and
the estimated closing date. These statements address future events
and conditions and so involve inherent risks, uncertainties and
other factors that could cause actual events or results to differ
materially from estimated or anticipated events or results implied
or expressed in such forward-looking statements. Such risks
include, but are not limited to, the failure to complete the
Offering in the timeframe and on the terms as anticipated by
management, market conditions and the ability to obtain all
necessary regulatory approvals, and other risks and uncertainties
disclosed under the heading " the factors set forth under
"Cautionary Note Regarding Forward-Looking Information" and "Risk
Factors" in the Company's final prospectus dated February 24, 2023, and other disclosure documents
available on the Company's profile at www.sedarplus.ca. There is
some risk that the forward-looking statements will not prove to be
accurate, that the management's assumptions may not be correct or
that actual results may differ materially from such forward-looking
statements. These forward-looking statements are based on our
current expectations, estimates, forecasts and projections about
our business and the industry in which we operate and management's
beliefs and assumptions, including the non-occurrence of the risks
and uncertainties that are described in the filings made with the
applicable Canadian securities regulators or other events occurring
outside of our normal course of business, and are not guarantees of
future performance or development and involve known and unknown
risks, uncertainties and other factors that are in some cases
beyond our control. Accordingly, readers should not place undue
reliance on the forward-looking statements.
Any forward-looking statement speaks only as of the date on
which it is made and, except as may be required by applicable
securities laws, Meridian disclaims any intent or obligation to
update any forward-looking statement, whether as a result of new
information, future events, or results or otherwise.
SOURCE Meridian Mining UK S
