Endeavour Mining Announces Closing of the Private Placement of Convertible Senior Notes
06 Fevereiro 2018 - 8:25PM
ENDEAVOUR MINING ANNOUNCES CLOSING OF THE
PRIVATE PLACEMENT OF CONVERTIBLE SENIOR NOTES
View News Release in PDF Format
George Town, February 6, 2018
- Endeavour Mining Corporation (TSX: EDV) announces that
it has closed the previously announced private placement of
convertible senior notes due 2023 (the "Notes") for an aggregate
principal amount of USD 300 million. In addition, the initial
purchasers exercised today the over-allotment option, for an
aggregate principal amount of USD 30 million, which is
expected to close on or about February 8, 2018.
IMPORTANT NOTE
This press release does not constitute an offer
to sell or the solicitation of an offer to buy the Notes or any
shares issuable upon conversion of the Notes. The offer and sale of
the Notes and the shares, if any, due upon conversion have not
been, and will not be, registered under the U.S. Securities Act of
1933, as amended (the "U.S. Securities Act"), or the securities
laws of any other jurisdiction, and the Notes and the shares, if
any, due upon conversion may not be offered or sold in the United
States absent registration or an exemption from registration. There
will be no public offering of the Notes, or the shares, if any, due
upon conversion in the United States.
Solely for the purposes of the product
governance requirements contained within: (a) EU Directive
2014/65/EU on markets in financial instruments, as amended ("MiFID
II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU)
2017/593 supplementing MiFID II; and (c) local implementing
measures (together, the "MiFID II Product Governance
Requirements"), and disclaiming all and any liability, whether
arising in tort, contract or otherwise, which any "manufacturer"
(for the purposes of the MIFID II Product Governance Requirements)
may otherwise have with respect thereto, the Notes have been
subject to a product approval process, which has determined that:
(i) the target market for the Notes is eligible counterparties and
professional clients only, each as defined in MiFID II; and (ii)
all channels for distribution of the Notes to eligible
counterparties and professional clients are appropriate. Any person
subsequently offering, selling or recommending the Notes (a
"distributor") should take into consideration the manufacturers'
target market assessment; however, a distributor subject to MiFID
II is responsible for undertaking its own target market assessment
in respect of the Notes (by either adopting or refining the
manufacturers' target market assessment) and determining
appropriate distribution channels.
The target market assessment is without
prejudice to the requirements of any contractual or legal selling
restrictions in relation to any offering of the Notes
For the avoidance of doubt, the target market
assessment does not constitute: (a) an assessment of suitability or
appropriateness for the purposes of MiFID II; or (b) a
recommendation to any investor or group of investors to invest in,
or purchase, or take any other action whatsoever with respect to
the Notes.
The Notes are not intended to be offered or sold
and should not be offered or sold to any retail investor in the
European Economic Area ("EEA"). For these purposes, a retail
investor means a person who is one (or more) of: (i) a retail
client as defined in point (11) of Article 4(1) of MiFID II; or
(ii) a customer within the meaning of Directive 2002/92/EC (as
amended, the "Insurance Mediation Directive"), where that customer
would not qualify as a professional client as defined in point (10)
of Article 4(1) of MiFID II; or (iii) not a qualified investor as
defined in Directive 2003/71/EC (as amended, the "Prospectus
Directive"). Consequently, no key information document required by
Regulation (EU) No 1286/2014 (as amended, the "PRIIPS Regulation")
for offering or selling the Notes or otherwise making them
available to retail investors in the EEA has been prepared and
therefore offering or selling the Notes or otherwise making them
available to any retail investor in the EEA may be unlawful under
the PRIIPS Regulation.
ABOUT ENDEAVOUR MINING CORPORATION
Endeavour Mining is a TSX-listed intermediate
gold producer, focused on developing a portfolio of high quality
mines in the prolific West-African region, where it has established
a solid operational and construction track record.
CONTACT INFORMATION
Martino De Ciccio VP - Strategy & Investor Relations +44
203 640 8665 mdeciccio@endeavourmining.com |
DFH
Public Affairs in Toronto John Vincic, Senior Advisor (416)
206-0118 x.224 jvincic@dfhpublicaffairs.com Brunswick Group LLP
in London Carole Cable, Partner +44 7974 982 458
ccable@brunswickgroup.com |
Attachments:
http://www.globenewswire.com/NewsRoom/AttachmentNg/fae11d76-f77a-4122-9243-d737db6453ac
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