TORONTO, April 13, 2020 (GLOBE NEWSWIRE) -- YAMANA GOLD INC. (TSX: YRI; NYSE: AUY) (“Yamana” or “the Company”) is pleased to announce it has entered into an agreement with Stifel GMP and Cormark Securities Inc (collectively, the “Dealers”) to sell 12,000,000 units (the “Units”) at a price of C$10.00 per Unit to qualified purchasers, for gross proceeds to Yamana of C$120,000,000 (the “Sale Transaction). The Dealers have committed to purchase from Yamana any unsold Units at a price of C$10.00 per Unit on closing, subject to customary conditions for “bought deal” financings. Each Unit consists of one (1) common share of Equinox Gold Inc. (“Equinox”) owned by Yamana (a “Unit Share”) and one-half (0.5) of a common share purchase warrant of Yamana (each whole warrant a “Warrant”). Each Warrant shall entitle the holder thereof to acquire one (1) additional common share of Equinox owned by Yamana (a “Warrant Share”) at an exercise price of C$13.50 for a term of 9 months from the date of issue. In the event all Warrants are exercised, the total gross proceeds to Yamana would be C$201,000,000.

In Canada, the sale of the Unit Shares will be made through block trades on April 13, 2020 and the sale of the Warrants will be made on a private placement basis. In the United States, the sale of both the Unit Shares and the Warrants will be made on a private placement basis. In Canada, the Warrants will be subject to a four month and one day hold period, in accordance with applicable securities laws. The Warrant Shares will not be subject to a hold period under applicable Canadian securities laws.

Yamana intends to use the net proceeds of the Sale Transaction for general corporate purposes.

The Sale Transaction is scheduled to close on or about April 15, 2020, or such other date as agreed between Yamana and the Dealers.

The securities to be issued under the Sale Transaction have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States.

Early Warning Disclosure

Upon closing of the Sale Transaction, Yamana will dispose of 12,000,000 common shares of Equinox (the “Equinox Shares”), as a component of the Units under the Sale Transaction, at an attributed value of C$10.00 per Equinox Share (attributing the full Unit value of C$10.00 to the Equinox Share as the value attributable to the 0.5 Warrant component will be nil), for aggregate gross proceeds to Yamana of C$120 million. The sales of the Equinox Shares will be made by block trades and the sale of the Warrants will be made through private sale agreements with various purchasers. The disposition will result in a 5.56% decrease in Yamana’s shareholdings in Equinox, on a non-diluted basis. Upon completion of the Sale Transaction, Yamana will hold 7,236,380 Equinox Shares, representing approximately 3.35% of the issued and outstanding Equinox Shares, on a non-diluted basis. Etc. etc..