/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION TO THE UNITED
STATES/
VANCOUVER, BC, Nov. 25, 2020 /CNW/ - Trevali Mining
Corporation ("Trevali" or the "Company") (TSX: TV) (BVL: TV)
(OTCQX: TREVF) (Frankfurt:
4TI) today announced that it has entered into an underwriting
agreement with a syndicate of underwriters in connection with
its previously announced marketed offering of units (the
"Offering"). RBC Capital Markets and Scotiabank are the lead
underwriters in a syndicate that includes HSBC
Securities (Canada) Inc., BMO
Capital Markets, National Bank Financial Inc. and TD
Securities Inc. (the "Underwriters").
![Trevali Mining Corp. (CNW Group/Trevali Mining Corp.) Trevali Mining Corp. (CNW Group/Trevali Mining Corp.)](https://mma.prnewswire.com/media/1342712/Trevali_Mining_Corp__Trevali_Prices_Upsized_C_30_000_000_Unit_Of.jpg)
The Underwriters have agreed to purchase 162,162,162 units
of the Company (each, a "Unit") at a price of C$0.185 (the "Offering Price") for upsized
gross proceeds of approximately C$30
million. Each Unit is comprised of one common share
(each, a "Common Share") and one-half of one Common Share purchase
warrant (each whole warrant, a "Warrant"), with each Warrant
entitling the holder thereof to acquire one Common Share for a
period of 18 months following the closing of the Offering at a
price of C$0.23. The Offering
was made in Canada under a
prospectus supplement dated November 25,
2020 (the "Supplement") to the Company's short form base
shelf prospectus dated November 19,
2020, to be filed with the securities regulatory authorities
in each of the provinces and territories of Canada. The Offering was conducted in
each of the provinces and territories of Canada, other than Quebec, and in the U.S. by way of a private
placement pursuant to exemptions from the registration requirements
of the U.S. Securities Act of 1933, as amended (the "U.S.
Securities Act"), and applicable U.S. state securities laws.
Glencore plc, who currently holds 26.3% of the Company's Common
Shares, will exercise its pre-emptive participation rights in the
Offering to purchase 42,600,605 Units.
The Company has also granted the Underwriters an over-allotment
option (the "Over-Allotment Option") to purchase up to an
additional 24,324,324 Units (the "Additional Units") at a
price of C$0.185 per Additional
Unit to cover over–allotments, if any, and for market stabilization
purposes. The Over-Allotment Option may be exercised by the
Underwriters to acquire: (i) Additional Units at the Offering
Price; (ii) additional Common Shares (the "Additional Shares") at a
price of C$0.175 per Additional
Share; (iii) additional Warrants (the "Additional Warrants") at a
price of C$0.02 per Additional
Warrant; or (iv) any combination of Additional Shares and/or
Additional Warrants (so long as the aggregate number of Additional
Shares and Additional Warrants which does not exceed 24,324,324
Additional Shares and 12,162,162 Additional Warrants).
The Company intends to use the net proceeds of the Offering for
general corporate and working capital purposes, including advancing
work on the Rosh Pinah 2.0 expansion study, including funding the
feasibility study with respect to same, undertaking additional
exploration work, continuing the study and potential restart of the
Caribou operation, repaying additional amounts of the Company's
indebtedness and funding the Company's working capital
requirements.
Closing of the Offering is expected to occur on December 2, 2020, and will be subject to a number
of conditions, including approval of the Toronto Stock
Exchange.
The securities offered have not been and will not be registered
under the U.S. Securities Act and may not be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
A copy of the Supplement or the related U.S. private placement
memorandum can be obtained from RBC Dominion Securities Inc.,
Attention: Distribution Centre, 180 Wellington Street West, 8th
Floor, Toronto, Ontario M5J 0C2,
or by telephone at 1-416-842-5349, or by email at
Distribution.RBCDS@rbccm.com and from Scotia Capital Inc.,
Attention: Equity Capital Markets, Scotia Plaza, 62nd Floor, 40
King Street West, Toronto, Ontario
M5H 3Y2, or by telephone at 1-416-863-7704 or by email at
equityprospectus@scotiabank.com.
ABOUT TREVALI
Trevali is a global base-metals mining company, headquartered in
Vancouver, Canada. The bulk of
Trevali's revenue is generated from base-metals mining
at its three operational assets: the 90%-owned Perkoa Mine in
Burkina Faso, the 90%-owned Rosh
Pinah Mine in Namibia, and the
wholly-owned Santander Mine in Peru. In addition, Trevali owns the Caribou
Mine, Halfmile and Stratmat Properties and the Restigouche Deposit
in New Brunswick, Canada, and the
past-producing Ruttan Mine in northern Manitoba, Canada. Trevali also owns an
effective 44%-interest in the Gergarub Project in Namibia, as well as an option to acquire a
100% interest in the Heath Steele deposit located in New Brunswick, Canada.
The shares of Trevali are listed on the TSX (symbol TV), the
OTCQX (symbol TREVF), the Lima Stock Exchange (symbol TV), and the
Frankfurt Exchange (symbol 4TI). For further details on Trevali,
readers are referred to the Company's website
(www.trevali.com) and to Canadian regulatory filings on SEDAR at
www.sedar.com.
Cautionary Note Regarding Forward–Looking Information and
Statements
This news release contains "forward–looking information" within
the meaning of Canadian securities legislation and "forward–looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 (collectively,
"forward–looking statements"). Forward–looking statements are based
on the beliefs, expectations and opinions of management of the
Company as of the date the statements are published, and the
Company assumes no obligation to update any forward–looking
statement, except as required by law. In certain cases,
forward–looking statements can be identified by the use of words
such as "plans", "expects", "outlook", "guidance", "budget",
"scheduled", "estimates", "forecasts", "intends", "anticipates" or
"believes", or variations of such words and phrases or statements
that certain actions, events or results "may", "could", "would",
"might", "will be taken", "occur" or "be achieved" or the negative
of these terms or comparable terminology. The Forward-looking
statements in this press release include, without limitation,
statements with respect to the Offering, including the Company's
completion thereof and the use of proceeds therefrom.
Forward–looking statements relate to future events or future
performance and reflect management's expectations or beliefs
regarding future events including the Company's ability to complete
the Offering and the expected use of proceeds therefrom. By their
very nature, forward–looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the Company to be
materially different from any future results, performance or
achievements expressed or implied by the forward–looking
statements. Such factors include, among others, risks related to
the Offering, including that the Company may not be able to
complete the Offering as described in this press release or at all;
that the Company may not use the proceeds from the Offering as
described in this press release; and other risks of the mining
industry including, without limitation, other risks and
uncertainties that are more fully described in the "Risks and
Uncertainties" section of the Q3 2020 MD&A and the "Risk
Factors" section of our most recently filed Annual Information
Form. Although the Company has attempted to identify important
factors that could cause actual actions, events or results to
differ materially from those described in forward–looking
statements, there may be other factors that cause actions, events
or results not to be as anticipated, estimated or intended. Trevali
provides no assurance that forward–looking statements will prove to
be accurate, as actual results and future events may differ from
those anticipated in such statements. Accordingly, readers should
not place undue reliance on forward–looking statements.
SOURCE Trevali Mining Corp.