Endeavour Completes US$200 Million Investment by La Mancha at C$29.36 per Share

Rhea-AI Summary

Endeavour Mining Corporation has successfully completed a US$200 million investment from La Mancha Holding, issuing 8,910,592 shares at approximately US$22.45 (C$29.36) per share. This investment, part of the Teranga Gold acquisition announced on November 16, 2020, gives La Mancha a 19% stake in Endeavour. The proceeds will be utilized for debt reduction and general corporate purposes. Following the investment, Endeavour has 252,519,830 shares outstanding. The investment was approved by Endeavour shareholders on January 21, 2021.

Positive

• Successfully raised US$200 million through share issuance.
• La Mancha's investment strengthens the company's financial position and market confidence.

Negative

• Related party transaction raises potential governance concerns due to La Mancha's significant stake.

ENDEAVOUR COMPLETES US$200 MILLION INVESTMENT BY LA MANCHA AT C$29.36 PER SHARE

George Town, March 30, 2021 – Endeavour Mining Corporation ("Endeavour") (TSX: EDV) (OTCQX: EDVMF) is pleased to announce the successful completion of the previously announced La Mancha Holding S.à.r.l. (“La Mancha”) investment.

Endeavour issued a total of 8,910,592 ordinary shares (“Shares”) to La Mancha for aggregate net proceeds of US$200 million at a price of approximately US$22.45 (C$29.36¹) per Share (the “Investment”). The investment, which was announced as part of the acquisition of Teranga Gold Corporation on November 16, 2020, is being made by La Mancha under its pre-existing anti-dilution right. As previously disclosed, upon completion of the investment, La Mancha’s future anti-dilution rights have now been extinguished. Following completion of the investment, Endeavour now has 252,519,830 shares outstanding with La Mancha holding an interest of approximately 19%.

The investment is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101”). Endeavour is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, respectively, in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as the fair market value of the investment is not more than 25% of Endeavour’s market capitalization. In accordance with TSX policies, the investment was subject to Endeavour shareholder approval, which was obtained on January 21, 2021. Endeavour intends to use the proceeds of the investment for debt reduction and general corporate purposes. 

Further details regarding the Investment can be found in the joint management information circular of Endeavour and Teranga dated December 17, 2020 which is available on SEDAR under Endeavour's profile at www.sedar.com.

¹Based on the USD:CAD exchange rate as detailed in the Subscription Agreement on November 23, 2020

CONTACT INFORMATION

Martino De Ciccio VP – Strategy & Investor Relations +44 203 640 8665 mdeciccio@endeavourmining.com

Brunswick Group LLP in London Carole Cable, Partner +44 7974 982 458 ccable@brunswickgroup.com   Vincic Advisors in Toronto John Vincic, Principal +1 (647) 402 6375 john@vincicadvisors.com

ABOUT ENDEAVOUR MINING CORPORATION

Endeavour Mining is one of the world’s top ten senior gold producers and the largest in West Africa, with operating assets across Senegal, Cote d’Ivoire and Burkina Faso and a strong portfolio of advanced development projects and exploration assets in the highly prospective Birimian Greenstone Belt across West Africa.

A member of the World Gold Council, Endeavour is committed to the principles of responsible mining and delivering sustainable value to its employees, stakeholders and the communities where it operates.  Endeavour is listed on the Toronto Stock Exchange, under the symbol EDV and will be seeking a secondary listing as a Premium issuer on the London Stock Exchange during Q2-2021.

For more information, please visit www.endeavourmining.com.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This press release contains statements which constitute “forward-looking information” within the meaning of applicable securities laws, including but not limited to statements regarding the plans, intentions, beliefs and current expectations of Endeavour with respect to future business activities and operating performance. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding Endeavour’s intended use of the Offering proceeds. . 

Investors are cautioned that forward-looking information is not based on historical facts but instead reflect Endeavour management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although Endeavour believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of Endeavour. This forward-looking information may be affected by risks and uncertainties in the business of Endeavour and market conditions, including but not limited to: risks related to the successful integration of acquisitions or completion of divestitures; risks related to international operations; risks related to general economic conditions and the impact of credit availability on the timing of cash flows and the values of assets and liabilities based on projected future cash flows; Endeavour’s financial results, cash flows and future prospects being consistent with Endeavour expectations in amounts sufficient to permit sustained dividend payments; the completion of studies on the timelines currently expected, and the results of those studies being consistent with Endeavour’s current expectations; actual results of current exploration activities; production and cost of sales forecasts for Endeavour meeting expectations; unanticipated reclamation expenses; changes in project parameters as plans continue to be refined; fluctuations in prices of metals including gold; fluctuations in foreign currency exchange rates; increases in market prices of mining consumables; possible variations in ore reserves, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; extreme weather events, natural disasters, supply disruptions, power disruptions, accidents, pit wall slides, labour disputes, title disputes, claims and limitations on insurance coverage and other risks of the mining industry; delays in the completion of development or construction activities; changes in national and local government legislation, regulation of mining operations, tax rules and regulations and changes in the administration of laws, policies and practices in the jurisdictions in which Endeavour operates; disputes, litigation, regulatory proceedings and audits; adverse political and economic developments in countries in which Endeavour operates, including but not limited to acts of war, terrorism, sabotage, civil disturbances, non-renewal of key licenses by government authorities, or the expropriation or nationalization of any of Endeavour’s property; risks associated with illegal and artisanal mining; environmental hazards; and risks associated with new diseases, epidemics and pandemics, including the effects and potential effects of the global Covid-19 pandemic.

This information is qualified in its entirety by cautionary statements and risk factor disclosure contained in filings made by Endeavour with the Canadian securities regulators, including Endeavour’s annual information form for the financial year ended December 31, 2019 and financial statements and related MD&A for the financial year ended December 31, 2020 filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedar.com.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although Endeavour has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Endeavour does not intend, and do not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.

Neither the Toronto Stock Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

Attachment

• 210330 - NR - La Mancha Investment - VF

FAQ

What was the amount of La Mancha's investment in Endeavour Mining (EDVMF)?

La Mancha invested US$200 million in Endeavour Mining.

How many shares did Endeavour Mining issue to La Mancha?

Endeavour Mining issued a total of 8,910,592 ordinary shares to La Mancha.

What percentage of Endeavour Mining does La Mancha hold after the investment?

La Mancha holds approximately 19% of Endeavour Mining after the investment.

What will Endeavour Mining use the proceeds from the investment for?

Endeavour Mining intends to use the proceeds for debt reduction and general corporate purposes.

When was the shareholder approval for the investment obtained?

The shareholder approval for the investment was obtained on January 21, 2021.