VANCOUVER, BC, Nov. 11, 2020 /CNW/ - Taseko Mines Limited (TSX:
TKO; NYSE American: TGB; LSE: TKO) ("Taseko" or the
"Company") announces that the Company has entered into
an agreement dated November 11, 2020
with Cantor Fitzgerald Canada Corporation (the "Lead
Underwriter"), as lead underwriter and sole book-runner on
behalf of itself and a syndicate of underwriters (collectively, the
"Underwriters"), to purchase, on a bought deal basis,
27,750,000 common shares of the Company (the "Offered
Shares") at the price of US$0.83 per Offered Share (the
"Issue Price") for aggregate gross proceeds of approximately
US$23.0 million (the
"Offering").
In addition, Taseko has agreed to grant to the Underwriters an
over-allotment option exercisable, in whole or in part, in the sole
discretion of the Underwriters, to purchase up to an additional
4,162,500 common shares (representing 15% of the total
number of common shares comprised in the Offering) at the Issue
Price for a period of up to 30 days after the closing of the
Offering for potential gross proceeds of up to approximately
US$3.5 million. The Company has
agreed to pay the Underwriters a cash commission equal to 6.0% of
the gross proceeds of the Offering, including proceeds received
from the exercise of the over-allotment option.
Proceeds of the Offering are anticipated to be used to fund
ongoing operating, engineering and project costs in connection with
the advancement of the Company's Florence Copper Project and for
general corporate purposes and working capital.
The Offering is expected to close on or about November 17, 2020 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals, including the approval of the Toronto Stock
Exchange ("TSX") the NYSE American stock exchange
("NYSE"), the London Stock Exchange ("LSE") and the
United Kingdom Financial Conduct Authority. The Company
anticipates that the Offered Shares will, in due course, be listed
for trading on each of the TSX, NYSE and the LSE.
The Offering will be made by way of a prospectus supplement (the
"Prospectus Supplement") to the Company's existing Canadian
base shelf prospectus (the "Base Shelf Prospectus") and
related U.S. registration statement on Form F-10 (SEC File No.
333-237948) (the "Registration Statement"). The U.S.
form of Base Shelf Prospectus is included in the Registration
Statement. The Prospectus Supplement has been filed with the
securities commissions in each of the provinces of Canada (other than Québec) and the United
States Securities and Exchange Commission (the "SEC"). The
Canadian Prospectus Supplement (together with the related Canadian
Base Shelf Prospectus) will be available on SEDAR at www.sedar.com.
The United States Prospectus Supplement (together with U.S. Base
Shelf Prospectus and the Registration Statement) will be available
on the SEC's website at www.sec.gov. Alternatively, the
Prospectus Supplement may be obtained, when available, upon request
by contacting the Company at 15th Floor, 1040 West Georgia Street,
Vancouver, British Columbia V6E
4H1, Attention: Corporate Secretary or by contacting Cantor
Fitzgerald Canada Corporation in Canada, Attention: Equity Capital Markets, 181
University Avenue, Suite 1500, Toronto,
Ontario M5H 3M7, email: ecmcanada@cantor.com or Cantor
Fitzgerald & Co. in the United
States, Attention: Equity Capital Markets, 499 Park Avenue,
6th Floor, New York, New York,
10022, email: prospectus@cantor.com.
Acting as the stabilizing manager in connection with the
Offering, the Lead Underwriter or any of its agents, may (but will
be under no obligation to), to the extent permitted by applicable
law, over-allot common shares or effect other transactions with a
view to supporting the market price of the common shares at a
higher level than that which might otherwise prevail in the open
market. The Lead Underwriter (or any of its agents) is not required
to enter into such transactions and such transactions may be
effected on any securities market, over-the-counter market, stock
exchange or otherwise and may be undertaken at any time during the
period commencing on the closing date of the Offering and ending no
later than the 30th calendar day after the closing date of the
Offering. However, there will be no obligation on the Lead
Underwriter or any of its agents to effect stabilizing transactions
and there is no assurance that stabilizing transactions will be
undertaken. Such stabilization, if commenced, may be
discontinued at any time without prior notice. In no event
will measures be taken to stabilize the market price of the common
shares above the Issue Price. The Lead Underwriter (or any of its
agents) may, for stabilization purposes, over-allot common shares
up to a maximum of 15 per cent. Except as required by law or
regulation, neither the Underwriters nor any of their agents intend
to disclose the extent of any over-allotments made and/or
stabilization transactions conducted in relation to the
Offering.
In addition to the Offering, Taseko is proposing to undertake a
non-brokered private placement of up to 2,409,639 common
shares of the Company at the Issue Price for gross proceeds to the
Company of up to US$2.0 million
(the "Concurrent Private Placement"). No commission or
finder's fee is payable to the Underwriters in connection with the
Concurrent Private Placement. Common shares issued pursuant to the
Concurrent Private Placement will be subject to applicable resale
restrictions, including a four month hold period under Canadian
securities legislation. Closing of the Concurrent Private Placement
is subject to the approval of the TSX and the NYSE. Closing of the
Offering is not conditional upon the closing of the Concurrent
Private Placement and closing of the Concurrent Private Placement
is not conditional on the closing of the Offering.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities, nor will there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
The securities being offered have not been approved or disapproved
by any regulatory authority, nor has any such authority passed upon
by the accuracy or adequacy of the Prospectus Supplement, the Base
Shelf Prospectus or the Registration Statement.
This communication has been issued by, and is the sole
responsibility, of the Company. No representation or warranty
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by the
Lead Underwriter or by any of its affiliates, directors, officers,
employees, advisers or agents as to or in relation to, the accuracy
or completeness of this communication or any other written or oral
information made available to or publicly available to any
interested party or its advisers, and any liability therefore is
expressly disclaimed. The Lead Underwriter has not authorized the
contents of, or any part of, this communication.
Russell Hallbauer
Chief Executive Officer and Director
CAUTION REGARDING FORWARD-LOOKING INFORMATION
This news release contains "forward-looking information" within
the meaning of applicable Canadian securities legislation, and
"forward-looking statements" within the meaning of the United
States Private Securities Litigation Reform Act of 1995
(collectively referred to as "forward-looking information"). The
use of any of the words "expect", "plan", "update" and similar
expressions are intended to identify forward-looking information or
statements. These statements include expectations about the
likelihood of completion of the Offering and the Concurrent Private
Placement, the amount of funds to be raised, the use of proceeds of
the Offering and the Concurrent Private Placement, the anticipated
closing date of the Offering and the Concurrent Private Placement,
the ability of the Company to secure the required stock exchange
acceptances for the Offering and the Concurrent Private Placement,
the undertaking of any stabilization transactions in connection
with the Offering, and the advancement of the development of the
Company's Florence Copper Project. Though the Company believes the
expectations expressed in its forward-looking statements are based
on reasonable assumptions, such statements are subject to known and
unknown risks, uncertainties and other factors that may cause the
Company's actual results, level of activity, performance or
achievements to be materially different from those expressed or
implied by such forward-looking statements. For further
information on Taseko and the assumptions and risks related to
Taseko's business and forward looking statements, investors should
review the Company's annual information form, annual MD&A and
audited financial statements filed by the Company under Canadian
securities laws at www.sedar.com and included in the Company's
annual report on Form 40-F filed with the United States Securities
and Exchange Commission at www.sec.gov, together with the
Prospectus Supplement and other continuous disclosure filings made
by the Company that have been filed at www.sedar.com and
www.sec.gov and incorporated by reference into the Prospectus
Supplement.
For readers in the European Economic Area and the
United Kingdom
In any EEA Member State and the United
Kingdom (each, a "Relevant State"), this
communication is only addressed to and directed at qualified
investors in that Relevant State within the meaning of the
Prospectus Regulation. The term "Prospectus Regulation" means
Regulation (EU) 2017/1129.
For readers in the United
Kingdom
This communication, in so far as it constitutes an invitation or
inducement to enter into investment activity (within the meaning of
s21 Financial Services and Markets Act 2000 as amended) in
connection with the securities which are the subject of the
offering described in this press release or otherwise, is being
directed only at (i) persons who are outside the United Kingdom; (ii) persons who have
professional experience in matters relating to investments who fall
within Article 19(5) (Investment professionals) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order"); (iii) certain high net worth companies and persons
who fall within Article 49(2)(a) to (d) (High net worth companies,
unincorporated associations etc.) of the Order; and/or (iv) any
other person to whom it may lawfully be communicated (all such
persons in (i) to (iv) together being referred to as "relevant
persons"). The Offered Shares are only available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise
acquire such Offered Shares will be engaged in only with, relevant
persons. Any person who is not a relevant person should not act or
rely on this communication or any of its contents.
View original
content:http://www.prnewswire.com/news-releases/taseko-announces-us23-million-bought-deal-and-up-to-us2-million-concurrent-private-placement-301171358.html
SOURCE Taseko Mines Limited