(GoldMining, 24.Nov.2023) — GoldMining Inc. (TSX: GOLD) (NYSE American: GLDG) entered into an equity distribution agreement dated 24 Nov. 2023 with a syndicate of agents, including BMO Nesbitt Burns Inc. (the “Lead Agent“), BMO Capital Markets Corp., Canaccord Genuity Corp., Canaccord Genuity LLC, H.C. Wainwright & Co., LLC, Laurentian Bank Securities Inc. and Roth Capital Partners, LLC (together with the Lead Agent, the “Agents“), for a renewed at-the-market equity program (the “ATM Program“). The ATM Program is intended to replace the company’s at-the-market equity program that commenced in December 2022 and expires on 27 Nov. 2023.
The ATM Program is subject to customary closing conditions, including the filing of prospectus supplements to the company’s: (i) short form base shelf prospectus dated 24 Nov. 2023 that was filed in Canada; and (ii) Registration Statement on Form F-10, originally filed with the United States Securities and Exchange Commission on 30 Oct. 2023, once it becomes effective.
The ATM Program will allow the company to distribute, over the term of the program, up to US$50mn (or the equivalent in Canadian dollars) of common shares of the company (the “Offered Shares“) to the public from time to time, through the Agents, at the company’s discretion. The company is not obligated to make any sales of Offered Shares under the Distribution Agreement.
Unless terminated by the company or the Agents as permitted therein, the Distribution Agreement will terminate upon the earlier of: (a) the date that the aggregate gross sales proceeds of the Offered Shares sold under the ATM Program reaches the aggregate amount of US$50mn (or the equivalent in Canadian dollars); or (b) 31 Dec. 2024. Under the Distribution Agreement, sales of Offered Shares will be made by the Agents through “at-the-market distributions” as defined in National Instrument 44-102 – Shelf Distributions on the Toronto Stock Exchange, NYSE American LLC or any other trading market for the Offered Shares in Canada or the United States. Any Offered Shares sold under the ATM Program will be sold at the prevailing market price at the time of sale.
The company intends to use the net proceeds of any sales under the ATM Program to fund the exploration and development of its mineral properties, including to complete minimum work programs, property payments and other expenditures to maintain the company’s property rights, to fund future acquisitions as may be determined by the company, and for working capital.
Prior to the ATM Program becoming effective, copies of the Canadian and United States prospectus supplements, as applicable, and the Distribution Agreement will be filed and available under the company’s profiles on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. In addition, the Lead Agent will send copies of such documents to investors upon request.
In Canada:
BMO Nesbitt Burns Inc.
Brampton Distribution Centre C/O
Attention: The Data Group of Companies
9195 Torbram Road
Brampton, Ontario L6S 6H2
Email: torbramwarehouse@datagroup.ca
Telephone: (905) 791-3151, ext. 4312
In the United States:
BMO Capital Markets Corp.
Attention: Equity Syndicate Department
151 W 42nd Street, 32nd Floor
New York, New York 10036
Email: bmoprospectus@bmo.com
This news release does not constitute an offer to sell or the solicitation of an offer to buy securities, nor will there be any sale of, the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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