Filo Mining Announces Replacement Credit Facility
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, June 12, 2020 /CNW/ - Filo Mining Corp. (TSXV, Nasdaq First North Growth Market: FIL) ("Filo Mining”, or the “Company”) is pleased to announce that it has entered into a replacement US$5,000,000 credit facility (the "Replacement Facility"), which will be evidenced by a debenture (the "Debenture"), to provide additional financial flexibility to fund the Company’s ongoing work programs and provide general working capital. The Replacement Facility replaces an existing credit facility provided by the Lender, and which matures on July 12, 2020. The outstanding balance owing to the Lender under the existing facility as of July 12, 2020, if any, will be transferred and will form part of the amount owing under the Replacement Facility. The Replacement Facility has a term of 12 months ending July 12, 2021 (the "Maturity Date"). No interest is payable during the term of the Debenture, however, any amount of the Replacement Facility remaining unpaid and outstanding on or after the Maturity Date shall bear interest at a rate of 5.00% per annum until repaid in full.
The Replacement Facility has been issued by Zebra Holdings and Investments S.à.r.l. (the “Lender”), a company controlled by a trust settled by the late Adolf H. Lundin, and an insider of the Company. The terms of the Replacement Facility include the Company issuing to the Lender, subject to approval of the TSX Venture Exchange, 480 common shares of Filo Mining (the "Common Shares") per month for each US$50,000 of the Replacement Facility outstanding from time to time up to the Maturity Date. All securities issued in conjunction with the Replacement Facility will be subject to a four-month hold period under applicable securities law.
The issuance of Common Shares to an insider and the entering into of the Debenture each constitute a "related party transaction", as defined under Multilateral Instrument 61-101 ("MI 61-101"). The transactions will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any shares issued to, or the consideration paid for, the Debenture will exceed 25% of the Company's market capitalization.
This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the U.S., or in any jurisdiction in which such an offer or sale would be unlawful. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold in the U.S. or to the account or benefit of a U.S. person or a person in the U.S. absent registration or an applicable exemption from the registration requirements.
INVESTOR RELATIONS SERVICES
Filo Mining has retained PI Financial Corp. (“PI”) to provide Market Making services in accordance with TSX Venture Exchange (“TSXV”) policies. PI will trade securities of the Company on the TSXV for the purpose of maintaining an orderly market of Filo Mining’s securities. In consideration of the services provided, Filo Mining will pay PI a monthly cash fee of CA$3,500. PI will not receive shares or options as compensation. However, PI and its clients may have or may acquire a direct interest in the securities of Filo Mining. Filo Mining and PI are unrelated and unaffiliated entities. PI is a member of the Investment Industry Regulatory Organization of Canada (IIROC) and can access all Canadian Stock Exchanges and alternative trading systems. The capital and securities required for any trade undertaken by PI as principal will be provided by PI. The agreement will have a minimum term of 3 months, upon which Filo Mining may terminate the agreement on 30 days’ notice.
ADDITIONAL INFORMATION
The Company's certified advisor on Nasdaq First North Growth Market is Pareto Securities AB, +46 8 402 50 00, certifiedadviser.se@paretosec.com.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
The information contained in each Filo Mining news release was accurate at the time of dissemination but may be superseded by subsequent news release(s).
The information in this release is subject to the disclosure requirements of Filo Mining under the EU Market Abuse Regulation. This information was submitted for publication, through the agency of the contact person set out below, on June 12, 2020 at 17:00 Eastern Time.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements made and information contained herein in the news release constitutes “forward-looking information” and “forward-looking statements” within the meaning of applicable securities legislation (collectively, “forward-looking information”). The forward-looking information contained in this news release is based on information available to the Company as of the date of this news release. Except as required under applicable securities legislation, the Company does not intend, and does not assume any obligation, to update this forward-looking information. Generally, this forward-looking information can frequently, but not always, be identified by use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events, conditions or results “will”, "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative connotations thereof. All statements other than statements of historical fact may be forward-looking statements.
Statements relating to "mineral resources" are deemed to be forward-looking information, as they involve the implied assessment, based on certain estimates and assumptions that the mineral resources described can be profitably produced in the future.
The forward-looking statements contained in this news release are made as at the date of this news release and Filo does not undertake any obligations to publicly update and/or revise any of the included forward-looking statements, whether as a result of additional information, future events and/or otherwise, except as may be required by applicable securities laws. Forward-looking information is provided for the purpose of providing information about management's current expectations and plans and allowing investors and others to get a better understanding of the Company's operating environment. Forward-looking information is based on certain assumptions that the Company believes are reasonable, including that the current price of and demand for commodities will be sustained or will improve, the supply of commodities will remain stable, that the general business and economic conditions will not change in a material adverse manner, that financing will be available if and when needed on reasonable terms and that the Company will not experience any material labour dispute, accident, or failure of plant or equipment. These factors are not, and should not be construed as being, exhaustive. Although the Company has attempted to identify important factors that would 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 statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. All the forward-looking information contained in this document is qualified by these cautionary statements. Readers are cautioned not to place undue reliance on forward-looking information due to the inherent uncertainty thereof.
News release dated June 12, 2020
FOR FURTHER INFORMATION PLEASE CONTACT:
info@filo-mining.com
www.filo-mining.com
www.thelundingroup.com
Amanda Strong, Investor Relations, Canada +1 604 806 3585
Robert Eriksson, Investor Relations, Sweden + 46 701 112 615
A Lundin Group Company
ABOUT FILO MINING
Filo Mining is a Canadian exploration and development company focused on advancing its 100% owned Filo del Sol copper-gold-silver deposit located in Chile's Region III and adjacent San Juan Province, Argentina. Filo Mining is listed on the TSXV and Nasdaq First North Growth Market under the trading symbol "FIL". Filo Mining is a member of the Lundin Group of Companies.