First Majestic Silver Corp. (“First Majestic” or the “Company”) is
pleased to announce the voting results for its annual general
meeting held on June 9, 2020.
A total of 95,998,465 shares were represented at
the meeting, being 45.81% of the Company’s issued and outstanding
common shares. Shareholders approved all matters brought before the
meeting as follows:
ELECTION OF DIRECTORS
Director
Nominee |
Votes For |
% For |
Votes Withheld |
% Withheld |
Keith Neumeyer |
51,080,486 |
98.87 |
582,737 |
|
1.13 |
Douglas Penrose |
50,869,941 |
98.46 |
793,282 |
|
1.54 |
Nicole Adshead-Bell |
51,051,008 |
98.81 |
612,215 |
|
1.19 |
Marjorie Co |
51,002,143 |
98.72 |
661,080 |
|
1.28 |
Robert McCallumAna Lopez
|
50,797,50550,988,198 |
98.3298.69 |
865,718675,025 |
|
1.681.31 |
SAY ON PAY ADVISORY VOTE
Votes For |
% For |
Votes Against |
% Against |
|
|
|
|
44,946,967 |
87.00 |
6,716,039 |
13.00 |
In addition, the re-appointment of Deloitte LLP
as auditors for the Company and setting the total number of
directors to six, as outlined in the Circular, were also approved
by a majority vote of shareholders present in person or represented
by proxy.
APPOINTMENT OF NEW DIRECTOR
The Board of Directors have appointed Ms. Ana
Lopez as a Director of the Company effective June 9, 2020.
Ms. Lopez brings over 20 years of experience in
human resources, having led broad portfolios in the transportation
and education sectors. Ms. Lopez is currently the Vice-President
Human Resources and People Development at the British Columbia
Institute of Technology. Previously she held the position of
Vice-President Human Resources at TransLink, a British Colombia
regional transportation authority employing over 6,900 people. Ms.
Lopez was called to the British Columbia Bar in 1994 and is a
member of the Law Society of British Columbia. She is a Certified
Executive Coach, with a Graduate Certificate in Executive Coaching
from Royal Roads University. She graduated with a Bachelor of Laws
degree from the University of Ottawa and a Bachelor of Arts Honours
from Carleton University.
“On behalf of the Board of Directors, I am
pleased to welcome Ana to the First Majestic team,” said Keith
Neumeyer, President & CEO. “Ana’s wealth of business and senior
management experience will make her an asset to the Company as it
continues to grow. Furthermore, I am pleased to highlight that our
board of directors is now gender-neutral positioning First Majestic
as an industry leader in corporate governance.”
RENEWS ATM OFFERING EQUITY
PROGRAM
The Company announces it has entered into an
equity distribution agreement dated June 9, 2020 (the “Sales
Agreement”) with BMO Capital Markets and TD Securities (the
“Agents”) pursuant to which the Company may, at its discretion and
from time-to-time until December 5, 2020 under the term of the
Sales Agreement, sell, through the Agents, such number of common
shares of the Company (“Common Shares”) as would result in
aggregate gross proceeds to the Company of up to
US$100.0 million (the “Offering”). Sales of Common Shares will
be made through “at-the-market distributions” as defined in the
Canadian Securities Administrators’ National
Instrument 44-102-Shelf Distributions, including sales made
directly on the New York Stock Exchange (the “NYSE”), or any other
recognized marketplace upon which the Common Shares are listed or
quoted or where the Common Shares are traded in the United States.
The sales, if any, of Common Shares made under the Sales Agreement
will be made by means of ordinary brokers’ transactions on the NYSE
at market prices, or as otherwise agreed upon by the Company and
the Agents. No offers or sales of Common Shares will be made in
Canada on the Toronto Stock Exchange (the “TSX”) or other trading
markets in Canada.
The Offering will be made by way of a prospectus
supplement dated June 9, 2020 to the base prospectus included
in the Company’s existing US registration statement on
Form F-10 (the “Registration Statement”) and Canadian short
form base shelf prospectus (the “Base Shelf Prospectus”) dated
November 5, 2018. The prospectus supplement relating to the
Offering 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 US prospectus
supplement (together with the related base prospectus) will be
available on the SEC's website (www.sec.gov) and the Canadian
prospectus supplement (together with the related Base Shelf
Prospectus) will be available on the SEDAR website maintained by
the Canadian Securities Administrators at www.sedar.com.
Alternatively, the Agents will provide copies of the
US prospectus and US prospectus supplement upon request by
contacting BMO Capital Markets (c/o BMO Capital Markets Corp.,
Attention: Equity Syndicate Department, 3 Times Square, New York,
NY 10036, or by telephone at (800) 414-3627, or by email:
bmoprospectus@bmo.com).
The Company expects to use the net proceeds of
the Offering, if any, together with the Company’s current cash
resources, to develop and/or improve the Company's existing mines
and to add to the Company's working capital.
Concurrent with entering into the Sales
Agreement the Company terminated the previous equity distribution
agreement entered into with BMO Capital Markets on August 7, 2019.
The previous agreement permitted the sale of up to US$50 million of
Common Shares pursuant to at the market distributions over United
States markets, of which the Company had sold a total of US$48.4M
prior to termination of the agreement.
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.
ABOUT THE COMPANY
First Majestic is a publicly traded mining
company focused on silver production in Mexico and is aggressively
pursuing the development of its existing mineral property assets.
The Company presently owns and operates the San Dimas Silver/Gold
Mine, the Santa Elena Silver/Gold Mine and the La Encantada Silver
Mine.
FOR FURTHER INFORMATION contact
info@firstmajestic.com, visit our website at www.firstmajestic.com
or call our toll-free number 1.866.529.2807.
FIRST MAJESTIC SILVER CORP.
"signed"
Keith Neumeyer, President & CEO
Cautionary Note Regarding Forward Looking
Statements
This press release contains “forward‐looking
information” and "forward-looking statements” under applicable
Canadian and U.S. securities laws (collectively, “forward‐looking
statements”). These statements relate to future events or the
Company's future performance, business prospects or opportunities
that are based on forecasts of future results, estimates of amounts
not yet determinable and assumptions of management made in light of
management's experience and perception of historical trends,
current conditions and expected future developments.
Forward-looking statements include, but are not limited to,
statements with respect to: the Company’s business strategy; future
planning processes; commercial mining operations; cash flow;
budgets; the timing and amount of estimated future production;
recovery rates; mine plans and mine life; the future price of
silver and other metals; costs of production; costs and timing of
the development of new deposits; capital projects and exploration
activities and the possible results thereof; sales of Common Shares
under the Sales Agreement and the use of proceeds therefrom.
Assumptions may prove to be incorrect and actual results may differ
materially from those anticipated. Consequently, guidance cannot be
guaranteed. As such, investors are cautioned not to place undue
reliance upon guidance and forward-looking statements as there can
be no assurance that the plans, assumptions or expectations upon
which they are placed will occur. All statements other than
statements of historical fact may be forward‐looking statements.
Statements concerning proven and probable mineral reserves and
mineral resource estimates may also be deemed to constitute
forward‐looking statements to the extent that they involve
estimates of the mineralization that will be encountered as and if
the property is developed, and in the case of measured and
indicated mineral resources or proven and probable mineral
reserves, such statements reflect the conclusion based on certain
assumptions that the mineral deposit can be economically exploited.
Any statements that express or involve discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives
or future events or performance (often, but not always, using words
or phrases such as “seek”, “anticipate”, “plan”, “continue”,
“estimate”, “expect”, “may”, “will”, “project”, “predict”,
“forecast”, “potential”, “target”, “intend”, “could”, “might”,
“should”, “believe” and similar expressions) are not statements of
historical fact and may be “forward‐looking statements”.
Actual results may vary from forward-looking
statements. Forward-looking statements are subject to known and
unknown risks, uncertainties and other factors that may cause
actual results to materially differ from those expressed or implied
by such forward-looking statements, including but not limited to:
the duration and effects of the coronavirus and COVID-19, and any
other pandemics on our operations and workforce, and the effects on
global economies and society, risks related to the integration of
acquisitions; actual results of exploration activities; conclusions
of economic evaluations; changes in project parameters as plans
continue to be refined; commodity prices; variations in ore
reserves, grade or recovery rates; actual performance of plant,
equipment or processes relative to specifications and expectations;
accidents; labour relations; relations with local communities;
changes in national or local governments; changes in applicable
legislation or application thereof; delays in obtaining approvals
or financing or in the completion of development or construction
activities; exchange rate fluctuations; requirements for additional
capital; government regulation; environmental risks; reclamation
expenses; outcomes of pending litigation; limitations on insurance
coverage as well as those factors discussed in the section entitled
"Description of the Business - Risk Factors" in the Company's most
recent Annual Information Form, available on www.sedar.com, and
Form 40-F on file with the United States Securities and Exchange
Commission in Washington, D.C. Although First Majestic
has attempted to identify important factors that could cause actual
results to differ materially from those contained in
forward-looking statements, there may be other factors that cause
results not to be as anticipated, estimated or intended.
The Company believes that the expectations
reflected in these forward‐looking statements are reasonable, but
no assurance can be given that these expectations will prove to be
correct and such forward‐looking statements included herein should
not be unduly relied upon. These statements speak only as of the
date hereof. The Company does not intend, and does not assume any
obligation, to update these forward-looking statements, except as
required by applicable laws.
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