TORONTO, June 30, 2020 /CNW/ - Wexford Capital LP ("Wexford") announced today that Wexford Spectrum Trading Limited ("WST") and Wexford Catalyst Trading Limited ("WCT"), two private investment funds managed by Wexford, have agreed to purchase an aggregate of 41,000,000 units (the "Units") of Mako Mining Corp. ("Mako") at a subscription price of $0.40 per Unit, for an aggregate purchase price of $16,400,000, pursuant to a non-brokered private placement (the "Private Placement"). Each Unit will be comprised of one common share in the capital of Mako (a "Common Share") and one-half of one common share purchase warrant of Mako (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.60 for a period of 18 months following the issuance thereof.
The Private Placement is being conducted in connection with Mako's brokered private placement (the "Brokered Offering") of 30,000,000 Units on a bought deal basis, which was announced by Mako on June 26, 2020, and in accordance with Wexford's rights under an investor rights agreement dated November 9, 2018 between Wexford and Mako (the "Investor Rights Agreement").
Completion of the Private Placement is subject to conditions, including the satisfaction of any regulatory requirements and receipt of the approval of the TSX Venture Exchange, and is expected to occur on or about July 16, 2020.
Prior to agreeing to participate in the Private Placement, WST, WCT and Wexford Focused Investors LLC ("WFI" and, together with WST and WCT, the "Wexford Funds") beneficially owned an aggregate of 322,603,234 Common Shares, representing approximately 55.27% of the issued and outstanding Common Shares. Following closing of the Private Placement, the Wexford Funds will own an aggregate of 363,603,234 Common Shares and 20,500,000 Warrants, which would represent approximately 56.89% of the issued and outstanding Common Shares (assuming 30,000,000 Units are issued to other investors in the Brokered Offering, and calculated on a partially-diluted basis giving effect to the exercise of the Warrants to be issued to WST and WCT, but not the exercise of Warrants to be issued to other investors in the Brokered Offering or the broker warrants to be issued to the underwriters in the Brokered Offering), which would represent an increase in the Wexford Funds' securityholding percentage of approximately 1.62%.
The Units are being acquired for investment purposes. The Wexford Funds may from time to time acquire additional securities, dispose of some or all of the existing or additional securities, or may continue to hold the securities of Mako. Pursuant to the Investor Rights Agreement, Wexford and its affiliates (including the Wexford Funds) have the right to participate in future equity financings of Mako to maintain their then current equity ownership in Mako on terms no less favourable than those offered to other investors in such financings (subject to certain exceptions). Mako has consented to the acquisition by Wexford, the Wexford Funds or their affiliates of Units pursuant to the Private Placement and securities of Mako on exercise of the Warrants comprising the Units notwithstanding that the equity ownership of Wexford and its affiliates exceeds the 45% cap set forth in the Investor Rights Agreement.
The head office of Mako is located at 595 Burrard Street, P.O. Box 49195, Suite 2833, Three Bentall Centre, Vancouver, British Columbia, V7X 1K8. The address of WCT and WST is c/o Maples & Calder, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands.
About Wexford Capital LP
Wexford is an SEC registered investment advisor based in West Palm Beach, Florida and Stamford, Connecticut, with approximately US$3 billion of assets under management. Wexford has particular expertise in the energy/natural resources sector with actively managed investments in mining, oil and gas exploration and production, energy services, coal and related sectors.
For further information about Wexford or to obtain a copy of the early warning report filed under applicable Canadian securities laws in connection with the matters referred to in this news release, please contact:
Wexford Capital LP
677 Washington Blvd., Suite 500
Stamford, CT 06901
Telephone: (203) 862-7000
Contact: Arthur Amron
Neither TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Wexford Capital LP