Jaguar Mining Announces Quarterly Dividend and Decision to Proceed with a Share Consolidation

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Algemeen advies 12/08/2020 13:45
. Board of Directors declares a quarterly cash dividend on common shares
•Jaguar intends to consolidate its common shares on a 1 for 10 basis
Toronto, August 12, 2020 – Jaguar Mining Inc. ("Jaguar" or the "Company") (TSX: JAG) is pleased to announce that its Board of Directors has declared a dividend of C$0.08 per common share of the Company (a "Share") on a post-Consolidation (as hereinafter defined) basis, payable to shareholders of record at the close of business on the date that is five trading days after the Effective Date (as hereinafter defined) of the Consolidation. Jaguar will make a further announcement to confirm the record date and payable date of the dividend following the completion of the Consolidation.

The Board of Directors intends to review, among other things, the Company's budget, cash flow forecast and existing market conditions on a quarterly basis in order to determine whether any additional dividends will be declared on Shares for subsequent quarters. The declaration, timing, amount and payment of any future dividends remain at the discretion of the Board of Directors. The dividend is designated as an eligible dividend for Canadian income tax purposes.

Jeff Kennedy, Chairman and Director of the Company, stated, "The declaration of a dividend and the concurrent announcement of a share consolidation represent an important milestone for Jaguar as we believe it will create greater exposure for the Company and attract an expanded and diverse group of new institutional and retail investors in the United States, Canada and abroad. The payment of this quarterly dividend also reflects the strong confidence we have in the expected future operating and financial performance of the Company and its mineral properties including the needs of our exploration team in providing for future growth."

The aggregate dollar amount of the dividend contemplated hereby will be paid by the Corporation irrespective of whether the Consolidation is completed.

Announcement of Share Consolidation

The Company also announces that, as previously authorized by its shareholders at the Company's annual general and special meeting of shareholders held on June 5, 2017 and following a determination by its Board of Directors, the Company intends to file articles of amendment implementing a consolidation of its outstanding Shares (the "Consolidation") on the basis of one (1) post-Consolidation Share for every ten (10) pre-Consolidation Shares. On July 17, 2020, the Toronto Stock Exchange (the "TSX") provided the Company with the TSX's conditional approval to proceed with the Consolidation. The Company currently anticipates that, subject to the receipt of all required and final approvals, the Shares will commence trading on the TSX on a post-Consolidation basis under its new CUSIP number 47009M889 (ISINCA47009M8896) beginning at the open of markets on or about August 27, 2020 (the "Effective Date").

It is anticipated that upon completion of the Consolidation, the number of Shares issued and outstanding will be consolidated from 723,502,108 to approximately 72,350,197 on a non-diluted basis, and each shareholder will hold the same percentage of Shares outstanding immediately after the Consolidation as such shareholder held immediately prior to the Consolidation. The exact number of Shares outstanding after the Consolidation will vary based on the elimination of fractional shares. No fractional Shares will be issued in connection with the Consolidation. Rather, all fractions of post-Consolidation Shares will be rounded down to the nearest whole number.

The Consolidation is expected to affect shareholders uniformly, including holders of outstanding securities convertible or exercisable for Shares on the Effective Date, except for minor changes or adjustments resulting from the treatment of fractional shares. On the Effective Date, the exercise prices and the number of Shares issuable upon the exercise or deemed exercise of any warrants, options, deferred share units or other convertible or exchangeable securities of the Company will be automatically proportionately adjusted based on the consolidation ratio to reflect the Consolidation.

The Company believes that the Consolidation may have the effect of, among other things: bolstering the interest of the financial community in the Company and potentially broadening its pool of investors and eligible stock exchanges; improving trading liquidity; and reducing trading commissions and other transaction costs for shareholders.

A letter of transmittal regarding the Consolidation will be mailed to the Company's registered shareholders. All registered shareholders will be required to send their certificate(s) representing pre-Consolidation Shares, along with a properly executed letter of transmittal, to the Company's registrar and transfer agent, TSX Trust Company, in accordance with the instructions provided in the letter of transmittal. Shareholders who hold their Shares through a broker, investment dealer, bank or trust company should contact that nominee or intermediary for their post-Consolidation positions. Until surrendered, each share certificate representing pre-Consolidation Shares will represent the number of whole post-Consolidation Shares to which the holder is entitled as a result of the Consolidation. A copy of the letter of transmittal is posted on the Company's issuer profile on SEDAR at www.sedar.com.

The Company's name and trading symbol will remain unchanged on the TSX as a consequence of the Consolidation, which remains subject to the TSX's final approval.

About Jaguar Mining Inc.

Jaguar Mining Inc. is a Canadian-listed junior gold mining, development, and exploration company operating in Brazil with three gold mining complexes and a large land package with significant upside exploration potential from mineral claims covering an area of approximately 64,000 hectares. The Company's principal operating assets are located in the Iron Quadrangle, a prolific greenstone belt in the state of Minas Gerais and include the Turmalina Gold Mine Complex and Caeté Mining Complex (Pilar and Roça Grande Mines, and Caeté Plant). The Company also owns the Paciência Gold Mine Complex, which has been on care and maintenance since 2012. The Roça Grande Mine has been on temporary care and maintenance since April 2019. Additional information is available on the Company's website at www.jaguarmining.com



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