Euro Sun Closes Financing Arrangement
TORONTO, March 01, 2022 - Euro Sun Mining Inc. (TSX: ESM) ("Euro Sun" or the "Company") is pleased to announce that it has closed the first funding amount of $3.5 million pursuant to its previously announced convertible security funding agreement (the "Agreement") with Lind Global Fund II, LP, an investment entity managed by the Lind Partners, a New York based institutional fund manager (together "Lind").
Euro Sun intends to use the funding for development expenditures at its Rovina Valley Project and for general and corporate working capital purposes.
Pursuant to the Agreement, the Company has issued to Lind (i) a convertible security (a "Convertible Security") with a face value of $4.2 million (the "Loan Face Value"), which includes pre-paid interest of $700,000, as set out in the Agreement, and (ii) 7,947,321 warrants of the Company (the "Warrants") exercisable for 48 months from the date of their issuance, subject to acceleration, with a warrant exercise price of $ 0.28626, being 130% of the 20-day VWAP of the Shares, immediately prior to execution of the Agreement.
For additional details on the terms of the Agreement and the Convertible Security see the press release dated February 22, 2022.
The Toronto Stock Exchange ("TSX") has conditionally approved the listing of the common shares underlying the Convertible Security and the Warrants on the TSX. The listing is subject to the Company fulfilling all of the requirements of the TSX on or before March 7, 2022.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities described herein. The securities offered have not been registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or applicable state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or U.S. persons (as both such terms are defined in Regulation S promulgated under the U.S. Securities Act) absent registration or an applicable exemption from such registration requirements. This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities offered in any jurisdiction in which such offer, solicitation, or sale would be unlawful.
About Euro Sun Mining Inc.
Euro Sun is a Toronto Stock Exchange listed mining company focused on the exploration and development of its 100%-owned Rovina Valley gold and copper project located in west-central Romania, which hosts the second largest gold deposit in Europe.
For further information about Euro Sun Mining, or the contents of this press release, please contact Investor Relations at info@eurosunmining.com.
About The Lind Partners
The Lind Partners is an institutional fund manager and leading provider of growth capital to small- and mid-cap companies publicly traded in the US, Canada, Australia and the UK. Lind makes direct investments ranging from US$1 to US$30 million, invests in syndicated equity offerings and selectively buys on market. Lind has completed more than 100 direct investments totaling over US$1 billion in value and has been a flexible and supportive capital partner to investee companies since 2011. For more information, please visit www.thelindpartners.com.
Caution regarding forward-looking information:
This press release contains statements which constitute "forward-looking information" within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of the Company with respect to future business activities and operating performance. Forward-looking information is often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" or similar expressions and includes information regarding the Company's proposed use of proceeds and the ability of the Company to obtain final TSX approval.
Investors are cautioned that forward-looking information is not based on historical facts but instead reflect management's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Company. This forward-looking information may be affected by risks and uncertainties in the combined business of the Company and market conditions, including (1) a significant change in market price; (2) there being no significant disruptions affecting the Company's operations whether due to extreme weather events and other or related natural disasters, labor disruptions, supply disruptions, power disruptions, damage to equipment or otherwise; (3) permitting, development, operations and production for the Rovina Valley Project being consistent with the Company's expectations; (4) political and legal developments in Romania being consistent with current expectations; (5) certain price assumptions for gold and copper; (6) prices for diesel, electricity and other key supplies being approximately consistent with current levels; (7) the accuracy of the Company's mineral reserve and mineral resource estimates; and (8) labor and materials costs increasing on a basis consistent with the Company's current expectations. This information is qualified in its entirety by cautionary statements and risk factor disclosure contained in filings made by the Company with the Canadian securities regulators, including the Company's annual information form, financial statements and related MD&A for the financial year ended December 31, 2020 filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedar.com.
Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and do not assume any obligation, to update this forward-looking information except as otherwise required by applicable law. The TSX does not accept responsibility for the adequacy or accuracy of this news release.
