TORONTO, July 23, 2019 /CNW/ - Mako Mining Corp.
(TSX-V: MKO) ("Mako" or the "Company") today announced the
successful completion of the previously announced rights offering
(the "Offering") which expired on July 15,
2019, raising total aggregate gross proceeds of
approximately $27,001,718.
Upon closing, the Company issued a total of 270,017,178 common
shares of the Company (each a "Common Share") under the Offering at
a price of $0.10 per Common Share.
An aggregate of 180,928,486 Common Shares were issued under
the basic subscription privilege and an aggregate of 89,088,692
Common Shares were distributed under the additional subscription
privilege.
As previously announced (see the Company's press release dated
June 10, 2019), in connection with
the Offering, the Company entered into a standby commitment
agreement (the "Standby Commitment Agreement") with Wex
Mako Ltd (the "Standby Purchaser"), an affiliate of Wexford
Capital LP, the Company's controlling shareholder. As a
result of the exercise of the basic subscription privilege and
additional subscription privilege by the holders of rights
(including by funds managed by Wexford Capital LP, as described
below), the Offering was fully subscribed. Accordingly,
Standby Purchaser did not acquire any Common Shares under the
Standby Commitment Agreement or otherwise in connection with the
Offering.
As of the closing date, 583,701,484 Common Shares of Mako are
issued and outstanding.
Early Warning Disclosure
Wexford Capital LP is providing the following additional
information pursuant to the early warning requirements of
applicable Canadian securities laws:
Wexford Catalyst Trading Limited, Wexford Spectrum Trading
Limited and Wexford Focused Investors LLC (collectively, the
"Wexford Funds"), private investment funds managed by
Wexford Capital LP, acquired an aggregate of 195,233,556 Common
Shares through the exercise of the basic subscription privilege and
additional subscription privilege in the Offering for an aggregate
purchase price of $19,523,355.60,
which increased the Wexford Funds' aggregate shareholding
percentage in the Common Shares by approximately 14.66%.
Immediately prior to the commencement of the Offering, the
Wexford Funds beneficially owned 127,369,678 Common Shares,
representing approximately 40.61% of the issued and outstanding
Common Shares. Immediately following closing of the Offering,
the Wexford Funds beneficially own an aggregate of 322,603,234
Common Shares, representing approximately 55.27% of the issued and
outstanding Common Shares.
The Common Shares were acquired for investment purposes. The
Wexford Funds may from time to time acquire additional securities,
dispose of some or all of the existing or additional securities, or
may continue to hold the securities of Mako. Pursuant to an
investor rights agreement dated November 9,
2018 between Wexford Capital LP and Mako (the "Investor
Rights Agreement"), Wexford Capital LP and its affiliates
(including the Wexford Funds) have the right to participate in
future equity financings of Mako to maintain their then current
equity ownership in Mako on terms no less favourable than those
offered to other investors in such financings (subject to certain
exceptions). Pursuant to the Standby Commitment Agreement,
Mako consented to the acquisition by Standby Purchaser, the Wexford
Funds or their affiliates of Common Shares pursuant the Offering or
the Standby Commitment Agreement notwithstanding that such
acquisition may result in the equity ownership of Wexford Capital
LP and its affiliates exceeding the 45% cap set forth in the
Investor Rights Agreement.
INFOR Financial Inc. acted as financial advisor to Mako in
respect of this transaction.
About Mako Mining Corp.
Mako Mining Corp. is a publicly listed gold mining, development
and exploration firm. It operates the producing La Trinidad open-pit, heap leach gold mine in
Sinaloa State, Mexico and is
developing its high-grade San Albino gold project in Nueva Segovia, Nicaragua. Mako's primary objective is to
bring San Albino into production quickly and efficiently, while
continuing exploration of prospective targets in both Mexico and Nicaragua.
Currently, Mako is exploring for gold and silver mineralization
on more than 60,200 hectares (602 km2) land holdings in
Sinaloa State, Mexico and on
13,771 hectares (138 km2) at the San Albino-Murra and El
Jicaro properties, both in Nueva
Segovia, Nicaragua. The
Corona de Oro Gold Belt, approximately 3 kilometres wide by 23
kilometres long, contains hundreds of historical mines and workings
and spans the entirety of the Company's Nicaragua land package.
About Wexford Capital LP
Wexford Capital LP is an SEC registered investment advisor based
in West Palm Beach, Florida and
Greenwich, Connecticut, with
approximately U.S.$3 Billion of
assets under management. Wexford has particular expertise in the
energy/natural resources sector with actively managed investments
in mining, oil and gas exploration and production, energy services,
coal and related sectors.
For further information about Wexford or to obtain a copy of the
early warning report filed under applicable Canadian securities
laws in connection with the matters referred to in this news
release, please contact:
Wexford Capital LP
411 West Putnam Ave.
Greenwich, CT 06830
USA
Telephone: (203) 862-7000
Contact: Arthur Amron
The head office of Mako is located at 595 Burrard Street, P.O.
Box 49195, Suite 2833, Three Bentall Centre, Vancouver, British Columbia, V7X 1K8. The
address of Wexford Catalyst Trading Limited and Wexford Spectrum
Trading Limited is c/o Maples & Calder, Ugland House, South
Church Street, George Town, Grand
Cayman, Cayman Islands. The address of Wexford Focused
Investors LLC is c/o Corporation Service Company, 251 Little Falls
Drive, Wilmington, Delaware,
19808, United States.
Forward-Looking Statements
Some of the statements contained herein may be considered
"forward-looking information" within the meaning of applicable
securities laws, including statements regarding the Mako's primary
objective to bring San Albino into production quickly and
efficiently while continuing exploration in both Mexico and Nicaragua. Mako believes that the expectations
reflected in its forward-looking information are reasonable, such
information has been based on factors and assumptions concerning
future events that may prove to be inaccurate. These factors and
assumptions are based upon currently available information to Mako.
Such information is subject to known and unknown risks,
uncertainties and other factors that could influence actual results
or events and cause actual results or events to differ materially
from those stated, anticipated or implied in the forward-looking
information. A number of important factors including those set
forth in other public filings could cause actual outcomes and
results to differ materially from those expressed in these
forward-looking statements. Factors that could cause the actual
results to differ materially from those in forward-looking
statements. Readers are cautioned to not place undue reliance on
forward-looking statements. The statements in this press release
are made as of the date of this release and, except as required by
applicable law, Mako does not undertake any obligation to publicly
update or to revise any of the included forward-looking statements,
whether as a result of new information, future events or
otherwise.
Neither the 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 Mako Mining Corp.
