Allocation Under Public Tender Offer to Purchase Mineros Shares Complete

MEDELLIN, Colombia--(BUSINESS WIRE)--Mineros S.A. (TSX:MSA, MINEROS:CB) (“Mineros” or the “Company”) announces that the acceptance period of the public offer to purchase between 8.50% and 10.63% of the issued and subscribed ordinary shares of Mineros (“Mineros Shares”) made by Sun Valley Investments AG (“Sun Valley”) by way of an public tender offer (Oferta Publica de Adquisition, or “OPA”) through the facilities of the Colombia Stock Exchange (“BVC”) at an offering price of C$0.975 per share, payable in cash in Colombian pesos or U.S. dollars (the “Offer”) ended on December 3, 2024.

According to bulletin No. 209 dated December 4, 2024, issued by the BVC, a total of 17,573,445 Mineros Shares were tendered to the Offer, representing 5.86% of the issued and subscribed Mineros Shares. On December 3, 2024 BVC informed that Sun Valley amended its Offer to reduce the minimum number of Mineros Shares to be purchased to 17,573,445 Mineros Shares. All of the Mineros Shares tendered to the Offer were allocated for purchase by Sun Valley at a price of C$0.975 per share, or approximately C$17,134,109 in the aggregate. Sun Valley confirmed that settlement of the Offer occurred on December 9, 2024.

Immediately prior to the OPA, Sun Valley beneficially owned or exercised control or direction over 74,904,378 Mineros Shares, representing 24.99% of the issued and subscribed Mineros Shares. Upon settlement of the Offer, assuming that there have been no other changes in Sun Valley’s ownership or control of Mineros Shares since the date of the OPA, Sun Valley will beneficially own or exercise control or direction over 92,477,823 Mineros Shares representing approximately 30.85% of the issued and subscribed Mineros Shares.

ABOUT MINEROS S.A.

Mineros is a gold mining company headquartered in Medellin, Colombia. The Company has a diversified asset base, with relatively low cost mines in Colombia and Nicaragua and a pipeline of development and exploration projects throughout the region.

The board of directors and management of Mineros have extensive experience in mining, corporate development, finance and sustainability. Mineros has a long track record of maximizing shareholder value and delivering solid annual dividends. For almost 50 years Mineros has operated with a focus on safety and sustainability at all its operations.

Mineros’ common shares are listed on the Toronto Stock Exchange under the symbol “MSA”, and on the Colombia Stock Exchange under the symbol “MINEROS”.

FORWARD-LOOKING STATEMENTS

This news release contains “forward looking information” within the meaning of applicable Canadian securities laws. Forward looking information includes statements that use forward looking terminology such as “may”, “could”, “would”, “will”, “should”, “intend”, “target”, “plan”, “expect”, “budget”, “estimate”, “forecast”, “schedule”, “anticipate”, “believe”, “continue”, “potential”, “view” or the negative or grammatical variation thereof or other variations thereof or comparable terminology. Such forward looking information includes, without limitation, statements with respect to settlement of the Offer; Sun Valley’s ownership of or control or direction over Mineros Shares; the Company’s planned exploration, development and production activities; and any other statement that may predict, forecast, indicate or imply future plans, intentions, levels of activity, results, performance or achievements.

Forward looking information is based upon estimates and assumptions of management in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances, as of the date of this news release. While the Company considers these assumptions to be reasonable, the assumptions are inherently subject to significant business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors that could cause actual actions, events, conditions, results, performance or achievements to be materially different from those projected in the forward looking information. Many assumptions are based on factors and events that are not within the control of the Company and there is no assurance they will prove to be correct.

For further information of these and other risk factors, please see the “Risk Factors” section of the Company’s annual information form dated March 25, 2024, available on SEDAR+ at www.sedarplus.com.

The Company cautions that the foregoing lists of important assumptions and factors are not exhaustive. Other events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward looking information contained herein. There can be no assurance that forward looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward looking information.

Forward looking information contained herein is made as of the date of this news release and the Company disclaims any obligation to update or revise any forward looking information, whether as a result of new information, future events or results or otherwise, except as and to the extent required by applicable securities laws.