on behalf of a syndicate of agents including Haywood Securities Inc. On September 8, 2022, the Company completed the first tranche (the " First Tranche") of a "best efforts" brokered private placement financing (the " Private Placement") pursuant to an agency agreement dated Septem(the " Agency Agreement") with Beacon Securities Limited and Canaccord Genuity Corp. The contractual resale restrictions above will not apply to the Excess Shares, which will remain subject to customary carve-outs in the event of a takeover bid or merger or acquisition transaction involving the Common Shares. Proportion of Total Escrowed Securities to be Released The Consideration Shares held by First Majestic are subject to the following contractual resale restrictions, in addition to applicable securities laws resale restrictions and TSXV policies: Following the closing of the Acquisition, First Majestic has retained a participation right to maintain its pro-rata interest in the Company (to a maximum of 19.9%) in any future share issues of the Company, subject to customary exceptions. Under the terms of the Share Purchase Agreement, and as further described in the Circular, the Company acquired all of the issued and outstanding shares of Subco in exchange for the Company issuing to First Majestic 69,063,076 Common Shares (the " Consideration Shares") at a deemed price of $0.65 per Consideration Share.Īs described in the Circular, First Majestic may distribute all Consideration Shares in excess of a 19.9% ownership position of Sierra Madre (on a non-diluted basis) pro-rata to First Majestic's shareholders (the " Excess Shares"). The common shares of the Company (the " Common Shares") are expected to resume trading on the TSXV under the symbol "SM" following the closing of the Common Share Offering (defined below). The Company will continue to be classified as a Tier 2 Mining Issuer on the TSX Venture Exchange (the " TSXV"). (" Subco"), an indirect wholly-owned subsidiary of First Majestic incorporated under the laws of Mexico, that holds a 100% interest in the La Guitarra silver-gold property (the " La Guitarra Property"), as described in the Company's news releases dated May 25, 2022, November 1, 2022, December 28, 2022, and Ma(collectively, the " Prior News Releases") and the Company's information circular dated Novem(the " Circular"). (" CFM"), the Company has completed its previously announced acquisition (the " Acquisition") of La Guitarra Compania Minera S.A. (" First Majestic") and Corporacion First Majestic, S.A. (TSXV:SM) (" Sierra Madre" or the " Company") is pleased to announce that, pursuant to the share purchase agreement dated May 25, 2022, as amended and restated on Octo(the " Share Purchase Agreement"), among the Company, First Majestic Silver Corp. VANCOUVER, BC / ACCESSWIRE / Ma/ Sierra Madre Gold and Silver Ltd.
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