McEwen Mining Announces $60 Million Rights Offering Backstopped by Its Chief Owner, Rob McEwen
TORONTO, ONTARIO--(Marketwire - Oct. 29, 2012) - McEwen Mining Inc. ("McEwen Mining") (NYSE: MUX)(TSX:MUX)announced today that McEwen Mining and its wholly-owned subsidiary, McEwen Mining - Minera Andes Acquisition Corp. ("Exchange Co.") (TSX:MAQ), will launch transferrable rights offerings (the "Rights Offerings").
We are conducting two concurrent rights offerings because we have two classes of shares: common shares of McEwen Mining ("Common Shares"); and shares of Exchange Co. that are exchangeable on a 1-for-1 basis into Common Shares ("Exchangeable Shares"). The Rights Offerings will provide that holders of Common Shares and Exchangeable Shares will participate on an equal and proportional basis with other holders of the same class of shares in purchasing additional shares of the same class of shares at a considerable discount to the current listed price.
"I believe a rights offering, versus all other forms of financing, is the most fair to our shareholders. We are giving the Companies' current shareholders who have been supportive and loyal to the Company the first right on this financing. I am personally backstopping this financing for $60 million because I believe McEwen Mining has a bright future," said Rob McEwen, Chairman and Chief Owner.
-- Record date/time is set at 5:00 p.m. (EST) on November 8, 2012 (the
-- How many shares will I be able to subscribe for? For each share you hold
on the Record Date you will receive one (1) subscription right to
acquire the same class of shares. For every ten (10) subscription rights
of the same class of shares you hold, you will be able to subscribe for
one (1) share of that same class of shares (subject to applicable law).
-- What will it cost to subscribe for a share? Upon the exercise of ten
(10) subscription rights each Common Share will cost US$2.25 or CDN$2.24
(if you reside in Canada) and each Exchangeable Share will cost
CDN$2.24. The price difference is reflective of the US$/CDN$ exchange
-- Rights Expiry Date: The Rights Offerings will be open until 5:00 p.m.
(EST) on December 4, 2012. Holders of subscription rights will need to
exercise their subscription rights prior to that time and date ("Expiry
-- How much will the Rights Offerings raise? Gross proceeds of
-- What will the funds raised be used for? (1) to fund the advancement of
the Company's El Gallo complex; (2) to complete metallurgical studies on
the Company's Tonkin project and follow-up work as required; (3) to
advance the permitting process and environmental impact study on the
Company's Gold Bar project; (4) to further explore the Company's various
projects and properties, and (5) for other corporate purposes.
-- How many shares will be issued? The Company expects to issue a total of
19,051,679 Common Shares and 7,798,762 Exchangeable Shares representing
approximately 10% of our current outstanding Common Shares (assuming the
conversion of the Exchangeable Shares issued in the Rights Offerings
into Common Shares).
-- Will this dilute my percentage share holdings? Your shareholdings will
not be diluted if you exercise your rights in full. If your rights go
unexercised or you sell your rights (see below), your percentage share
holdings will be diluted.
-- Can I sell my rights on the NYSE or TSX? Yes, shareholders who do not
wish to exercise their subscription rights will have the option of
selling their subscription rights to acquire the underlying Common
Shares through the New York Stock Exchange or the Toronto Stock Exchange
and their subscription rights to acquire the underlying Exchangeable
Shares on the Toronto Stock Exchange (subject to the New York Stock
Exchange and the Toronto Stock Exchange approving the trading of the
subscription rights and the listing and trading of the shares issuable
upon the exercise of such subscription rights).
-- Can I buy more shares? Perhaps. All shareholders of McEwen Mining and of
Exchange Co. will be offered an oversubscription privilege that allows
those shareholders that fully exercise their subscription rights the
opportunity to acquire, on a pro rata basis, additional Common Shares or
Exchangeable Shares, respectively, that remain unpurchased on the Expiry
-- When will I receive additional information? A rights certificate and a
prospectus or rights offering circular will be mailed to each
shareholder of McEwen Mining and Exchange Co. shortly following the
-- Backstop: Rob McEwen will be subscribing for all the subscription rights
made available to him as a result of his 25% ownership in McEwen Mining
(includes his Exchangeable Shares), but will not participate in the
oversubscription privilege thereunder. In addition, he has agreed to
backstop the Rights Offerings in their entirety. This means that if any
subscription rights remain un-exercised in the Rights Offerings
(including the oversubscription privilege) on the Expiry Date, the
unsubscribed Common Shares and Exchangeable Shares will be subscribed
for by Rob. This guarantees that the Rights Offerings will be fully
subscribed for. The Company will raise approximately US$60 million in
gross proceeds from the Rights Offerings.
ABOUT MCEWEN MINING (www.mcewenmining.com)
The goal of McEwen Mining is to qualify for inclusion in the S&P 500 by 2015 by creating a high quality, high growth, low-cost, mid-tier gold producer focused in the Americas. McEwen Mining's principal assets consist of the San Jose mine in Santa Cruz, Argentina (49% interest); the El Gallo complex in Sinaloa, Mexico; the Gold Bar project in Nevada, US; the Los Azules Copper project in San Juan, Argentina and a large portfolio of exploration properties in Argentina, Nevada and Mexico.
McEwen Mining has 268,495,751 shares issued and outstanding (comprised of 190,516,797 Common Shares and 77,987,621 Exchangeable Shares). Rob McEwen, Chairman and Chief Owner, owns approximately 25% of the shares of McEwen Mining (assuming all outstanding Exchangeable Shares are exchanged for an equivalent amount of Common Shares). As of June 30, 2012, McEwen Mining had cash and liquid assets of $38 million.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking statements and information, including "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements and information expressed, as at the date of this press release, McEwen Mining Inc.'s (the "Company") estimates, forecasts, projections, expectations or beliefs as to future events and results. Forward-looking statements and information are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, risks and contingencies, and there can be no assurance that such statements and information will prove to be accurate. Therefore, actual results and future events could differ materially from those anticipated in such statements and information. Risks and uncertainties that could cause results or future events to differ materially from current expectations expressed or implied by the forward-looking statements and information include, but are not limited to, risks related to business integration as a result of the business combination between the Company and Minera Andes, factors associated with fluctuations in the market price of precious metals, mining industry risks, political, economic, social and security risks associated with foreign operations, risks associated with the construction of mining operations and commencement of production and the projected costs thereof, risks related to litigation including specifically but not limited to ongoing litigation with respect to the Los Azules property which if resolved adversely to the Company, would materially affect the Company's ability to develop the Los Azules project, property title, the state of the capital markets, environmental risks and hazards, uncertainty as to calculation of mineral resources and reserves and other risks. Readers should not place undue reliance on forward-looking statements or information included herein, which speak only as of the date hereof. The Company undertakes no obligation to reissue or update forward-looking statements or information as a result of new information or events after the date hereof except as may be required by law. See McEwen Mining's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 and other filings with the Securities and Exchange Commission, under the caption "Risk Factors", for additional information on risks, uncertainties and other factors relating to the forward-looking statements and information regarding the Company. All forward-looking statements and information made in this news release are qualified by this cautionary statement.
CAUTIONARY NOTE TO US INVESTORS
McEwen Mining prepares its resource estimates in accordance with standards of the Canadian Institute of Mining, Metallurgy and Petroleum referred to in Canadian National Instrument 43-101 (NI 43-101). These standards are different from the standards generally permitted in reports filed with the SEC. Under NI 43-101, McEwen Mining reports measured, indicated and inferred resources, measurements which are generally not permitted in filings made with the SEC. The estimation of measured resources and indicated resources involve greater uncertainty as to their existence and economic feasibility than the estimation of proven and probable reserves. U.S. investors are cautioned not to assume that any part of measured or indicated resources will ever be converted into economically mineable reserves. The estimation of inferred resources involves far greater uncertainty as to their existence and economic viability than the estimation of other categories of resources.
FOR FURTHER INFORMATION PLEASE CONTACT:
McEwen Mining Inc.
(647) 258-0395 ext 410 or Toll Free: (866) 441-0690
(647) 258-0408 (FAX)
McEwen Mining Inc.
181 Bay Street Suite 4750
Toronto, ON M5J 2T3
PO box 792