Mineros S.A. (TSX: MSA) (MINEROS: CB) (“Mineros” or the “Company”) is pleased to announce that its subsidiaries Mineros Chile Rentista de Capitales Mobiliarios Limitada and Mineros Argentina Holding B.V. (the “Sellers”) have signed a share purchase and sale agreement (the “Agreement”) with Eris LLC (the “Purchaser”) dated September 7, 2023, to sell all of the outstanding shares in the capital stock of Mineros’ subsidiary, Minas Argentinas S.A. (“MASA”) to the Purchaser (the “Transaction”). MASA holds a 100% interest in the Gualcamayo Property, which hosts the Gualcamayo Mine and the Deep Carbonates Project.
The Transaction is being completed on an “as is, where is” basis. Pursuant to the Agreement, the Purchaser will acquire all of the issued and outstanding shares of MASA in exchange for: (i) US$4 million which was advanced by the Purchaser to fund on-going operations of MASA and to secure exclusivity during the negotiations of the Agreement, (ii) the assumption by the Purchaser of any and all obligations of MASA existing as at the closing date of the Transaction, and (iii) the agreement by the Purchaser to make the US$30 million contingent payment that would become payable to Pan American Silver Corp. should the Deep Carbonates Project ever be put into production, which would otherwise be payable by Mineros.
In addition, the Purchaser has agreed to provide a credit facility to MASA in an amount of up to US$10 million, of which US$2 million was advanced to MASA prior to execution of the Agreement, and the remaining US$8 million will be advanced by the Purchaser on closing of the Transaction to ensure that MASA is properly capitalized. On closing of the Transaction, the Sellers will pay US$6.5 million to the Purchaser to cover certain outstanding obligations of MASA existing as at the date of execution of the Agreement.
The Sellers and its affiliates are holders of certain intercompany loans with MASA, which will be capitalized and settled prior to closing of the Transaction.
Closing of the Transaction remains subject to the satisfaction or waiver of certain conditions precedent including, without limitation, the negotiation and execution of a transitional services agreement.
Andres Restrepo, CEO & President of Mineros S.A., said, “The sale of the Gualcamayo Property is in line with our strategy of actively managing our portfolio and focusing management’s efforts on high margin, long-life and lower cost assets. We are pleased to sell the Gualcamayo Property to Eris LLC as we have full confidence that they will leverage their experience and knowledge gained from their local investments to maximise and enhance the future of the Deep Carbonates Project. We wish to thank our local employees for their commitment, professionalism and contribution to Mineros’ success over the past several years.”
