Toronto, August 26, 2020 – Jaguar Mining Inc. ("Jaguar" or the "Company") (TSX: JAG) is pleased to announce that it has filed articles of amendment in order to implement a consolidation (the “Consolidation”) of its outstanding common shares (the “Shares”) on the basis of one (1) post-Consolidation Share for every ten (10) pre-Consolidation Shares. The Toronto Stock Exchange (the “TSX”) has informed the Company that its Shares will commence trading on a post-Consolidation basis at market open on Thursday, August 27, 2020. The Company's name and trading symbol will remain unchanged on the TSX as a consequence of the Consolidation.
Upon completion of the Consolidation, the number of Shares issued and outstanding will be consolidated from 723,502,108to 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.
Non-registered shareholders who hold Shares through a broker or other intermediary will have their positions adjusted by their broker or intermediary, and do not need to take any further action to exchange their pre-Consolidation Shares for post-Consolidation Shares. Letters of transmittal were previously mailed to all registered shareholders holding share certificates with instructions on how to exchange existing share certificate(s) for new share certificate(s) or a Direct Registration Statement (DRS). A letter of transmittal is also available on Jaguar’s profile on SEDAR at www.sedar.com.
The Company’s new CUSIP number is 47009M889 and its new ISIN number is CA47009M8896.
Update on Quarterly Cash Dividend
The Company also announces that, in light of the foregoing, the record and payable dates of its previously-announced quarterly cash dividend (the “Dividend”) are September 3, 2020 and September 17, 2020, respectively. The Company’s Board of Directors has declared a dividend of C$0.08 per Share on a post-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.
For additional information regarding the Consolidation and the Dividend, please refer to the Company’s news release dated August 12, 2020.
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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Certain statements in this news release constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking statements and information are provided for the purpose of providing information about management's expectations and plans relating to the future. All of the forward-looking information made in this news release is qualified by the cautionary statements below and those made in our other filings with the securities regulators in Canada. Forward-looking information contained in forward-looking statements can be identified by the use of words such as "are expected," "is forecast," "is targeted," "approximately," "plans," "anticipates," "projects," "anticipates," "continue," "estimate," "believe" or variations of such words and phrases or statements that certain actions, events or results "may," "could," "would," "might," or "will" be taken, occur or be achieved. All statements, other than statements of historical fact, may be considered to be or include forward-looking information. This news release contains forward-looking information regarding, among other things, the timing of the Consolidation, as well as its potential impact on the Company’s shareholder and investor base, and the declaration, timing, amount and payment of potential future dividends. The Company has made numerous assumptions with respect to forward-looking information contained herein, including, among other things, assumptions set forth in the AIF and the Company’s most recent management’s discussion and analysis, as well as other public disclosure documents that can be accessed under the issuer profile of "Jaguar Mining Inc." on SEDAR at www.sedar.com. Forward-looking information involves a number of known and unknown risks and uncertainties, including among others: the risk of Jaguar not meeting the forecast plans regarding its operations and financial performance; uncertainties with respect to the price of gold, labour disruptions, mechanical failures, increase in costs, environmental compliance and change in environmental legislation and regulation, weather delays and increased costs or production delays due to natural disasters, power disruptions, procurement and delivery of parts and supplies to the operations; uncertainties inherent to capital markets in general (including the sometimes volatile valuation of securities and an uncertain ability to raise new capital) and other risks inherent to the gold exploration, development and production industry, which, if incorrect, may cause actual results to differ materially from those anticipated by the Company and described herein. In addition, there are risks and hazards associated with the business of gold exploration, development, mining and production, including environmental hazards, tailings dam failures, industrial accidents and workplace safety problems, unusual or unexpected geological formations, pressures, cave-ins, flooding, chemical spills, procurement fraud and gold bullion thefts and losses (and the risk of inadequate insurance, or the inability to obtain insurance, to cover these risks). Accordingly, readers should not place undue reliance on forward-looking information.
The forward-looking information set forth herein reflects the Company's reasonable expectations as at the date of this news release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law. The forward-looking information contained in this news release is expressly qualified by this cautionary statement.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.