Endomines decides to issue a fully guaranteed directed equity issue to bondholders in order to strengthen its financial position and pursue its development

Endomines decides to issue a fully guaranteed directed share issue to bondholders in order to strengthen its financial position and pursue its development

Endomines ABStock Exchange press release February 18, 2022 at 6:30 p.m. CET

NOT TO BROADCAST, PUBLISH OR DISTRIBUTE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY INTO OR IN AUSTRALIA, CANADA, HONG KONG, JAPAN, SINGAPORE, SOUTH AFRICA, NEW ZEALAND, UNITED STATES, OR ANY OTHER COUNTRY IN WHICH SUCH POSTING, NOTICE OR DISTRIBUTION WOULD VIOLATE APPLICABLE LAWS OR RULES OR WILL REQUIRE THE PREPARATION OR STORAGE OF ADDITIONAL DOCUMENTS OR REQUIRE ANY OTHER ACTION TO BE TAKEN, IN ADDITION TO THE REQUIREMENTS OF SWEDISH LAW. PLEASE SEE THE “IMPORTANT INFORMATION” AT THE END OF THIS PRESS RELEASE.

endomines decides on a fully guaranteed directed share issue to bondholders in order to strengthen the financial position allowing for further development

The board of directors of Endomines AB (publ) (“Endomines” or the “Company”) has, on the basis of the authorization given by the General Meeting of June 10, 2021resolved in a fully guaranteed directed issue of 28,571,429 shares to the bondholders of the Company (the “Bondholders”), at a price of EUR 0.21 (corresponding to SEK 2.2211) per share (the “Directed Issue”), providing aggregate issue proceeds of €6,000,000 (corresponding to SEK 63,466,2011) before issuance costs. The proceeds from the directed offering are intended to be used primarily to redeem all of the Company’s issued and outstanding senior secured fixed rate notes. (ISIN Code: SE0012323632) (the Notes”). The redemption date of the Notes is March 7, 2022.

endomines provides a significantly stronger financial position to allow for further development and growth through mineral exploration and development.

The Directed Issue will enable the Company: to redeem all of the Bonds issued and in circulation; reduce the Company’s financing costs; provide additional capital for the Company’s working capital; and therefore significantly strengthen the Company’s balance sheet. With the bond repaid and the cost of borrowing reduced, the company can now focus on improving and securing a stable increase in cash flow from its mining operations in the future. The Board of Directors has evaluated various financing options and considers that an issue of new shares to Bondholders under these conditions is currently the best option for the Company and its shareholders in order to ensure the fastest and most the most cost-effective way of repaying the outstanding senior secured closed-end notes and the Company’s business compared to other possible financing options.

Noteholders will be entitled to subscribe for shares in the Directed Issue, pro rata to the number of Notes held by participating Noteholders.

The principal bondholders with other investors have entered into guarantee commitments corresponding to 100% of the shares of the directed issue. Guarantee commitments will not entitle the guarantors to any compensation.

The directed issue should be registered with the Swedish Companies Registration Office to March 3, 2022. Following the registration of the Directed Issue, the share capital of endomines will increase by SEK 57,142,858 for SEK 515,548,930and the total number of shares and votes outstanding in endomines will go from 28,571,429 shares and votes to 257,774,465 shares and votes. The Directed Issuance of Shares results in a dilution of approximately 11.08% of the number of votes and shares of the Company, based on the total number of shares and votes in endomines after the directed broadcast.

Contact

Mikko SopanenCFO, [email protected], +358 50 434 7439

This is information that Endomines AB (publ) is required to make public in accordance with the EU Market Abuse Regulation (EU No. 596/2014). This information has been submitted for publication through the contact person listed above at 6:30 p.m. CET on February 18, 2022.

On endomines

endomines is a mining and exploration company with a primary focus on gold. The Company is exploring for gold along the Karelian Gold Line in Eastern Finland and develops mining operations in Idaho, United States and Finland. endomines aims to improve its long-term growth prospects by increasing its exploration activities and through acquisitions. endomines aims to acquire deposits located in stable jurisdictions that can be put into production quickly with limited investments.

The shares trade on Nasdaq Stockholm (ENDO) and Nasdaq Helsinki (ENDOM).

Important Information

This press release is not and does not form part of an offer to sell securities. Copies of this communication may not be made and may not be distributed or sent to, Australia, Canada, hong kong, Japan, Singapore, South Africa, New Zealand, United States, or any other jurisdiction in which distribution of this press release would be illegal or would require registration or other action. The distribution of this announcement in other jurisdictions may be restricted by law and persons in possession of this announcement should inform themselves about and observe such restrictions.

The securities referred to in this press release have not been and will not be registered under the we Securities Act of 1933, as amended (the “Securities Act”), or under the securities laws of any state or other jurisdiction of United States and, therefore, may not be offered or sold in United States except pursuant to an exemption or in connection with a transaction not subject to the registration requirements of securities law and in accordance with applicable state securities laws. The Company does not intend to record any part of the Directed Issue in United States or to make a public offering of shares in United States.

The securities mentioned herein have not been and will not be registered under the applicable securities laws of Australia, Canada, hong kong, Japan, Singapore, South Africa Where New Zealand and, subject to certain exemptions, may not be offered or sold in or to or for the account or benefit of any person having a registered address, or located or residing in, Australia, Canada, hong kong, Japan, Singapore, South Africa Where New Zealand. There will be no public offering of the securities described herein in Australia, Canada, hong kong, Japan, Singapore, South Africa Where New Zealand.

This press release is not a prospectus within the meaning of Prospectus Regulation (EU) 2017/1129 of European Parliament and the Council of June 14, 2017 and its delegated and implemented regulations (the “Prospectus Regulations”) and has not been approved by any regulatory authority in any jurisdiction. The Company has not authorized any public offering of securities in any Member State of the EEA and no prospectus has been or will be prepared in connection with the managed capital increase. In any Member State of the EEA, this communication is addressed and addressed only to qualified investors of this Member State within the meaning of the Prospectus Regulation.

In the UK, this document and any other documents relating to the securities described in this document are only being distributed and intended for, and any investment or investment activity to which this document relates is available and will only be engaged in with, “accredited investors” who are (i) persons with professional experience in investment-related fields and who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); or (ii) high net worth entities falling under section 49(2)(a) to (d) of the Order (all such persons being referred to as “relevant persons”). In the UK, any investment or investment activity to which this communication relates is only available and will be engaged in with relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.

Any investment decision in connection with the directed issue must be made on the basis of all publicly available information concerning the Company and the shares issued. The information in this announcement is provided for informational purposes only and does not purport to be comprehensive or comprehensive. No reliance can be placed for any purpose on the information contained in this announcement or on its accuracy or completeness. This announcement does not claim to identify or suggest the risks (direct or indirect) which may be associated with an investment in the Company or the new shares.

[1] Based on the Swedish central bank (Sw. Sveriges Riksbank) official EUR/SEK rate of 10.5777 on February 17, 2022.

https://news.cision.com/endomines-ab/r/endomines-resolves-on-a-fully-guaranteed-directed-share-issue-to-noteholders-to-strengthen-financial,c3510232

https://mb.cision.com/Main/2472/3510232/1537675.pdf

(c) Decision 2022. All rights reserved., sources Press Releases – English

Comments are closed.