Cerro de Pasco Resources amends LIFE offering

Executive Summary

• Cerro de Pasco Resources Inc. has filed an amended and restated offering document for a private placement consisting of a brokered LIFE offering and a concurrent non-brokered private placement.
• The company aims to raise up to $22 million in gross proceeds ($15 million from the LIFE offering and up to $7 million from the concurrent private placement) to fund technical, environmental, and engineering work for the Quiulacocha tailings project.
• The offering consists of units priced at 48 cents each, comprising one common share and one-half of a common share purchase warrant, with closing expected on November 6, 2025.

Key Details

• LIFE Offering Structure:
  • Type: Brokered commercially reasonable efforts private placement led by SCP Resource Finance LP, with Raymond James Ltd. as co-lead agents and joint bookrunners.
  • Quantity: 31.25 million units.
  • Price: 48 cents per unit.
  • Gross Proceeds: $15 million.
  • Exemption: Listed Issuer Financing (LIFE) exemption under Part 5A of National Instrument 45-106, modified by Coordinated Blanket Order 45-935.
  • Tradability: Securities are expected to be immediately freely tradable with no hold period under Canadian securities laws.
• Concurrent Non-Brokered Private Placement:
  • Quantity: Maximum of 14,583,333 units.
  • Price: 48 cents per unit.
  • Gross Proceeds: Up to $7 million.
  • Jurisdictions: Available to purchasers in Canada, the United States (under applicable exemptions), and outside Canada/US (on a basis not requiring qualification/registration).
  • Hold Period: Subject to statutory hold periods as required by applicable securities law.
• Unit Composition & Warrant Terms:
  • Each unit consists of one common share and one-half of one common share purchase warrant.
  • Warrant Exercise Price: 68 cents per share.
  • Warrant Term: 24 months following the closing date.
  • Restriction: Exercise restricted for 61 days from the closing date.
• Use of Proceeds:
  • Advancing technical, environmental, and engineering work required for the feasibility stage of the Quiulacocha tailings project.
  • General corporate purposes.
• Agent Compensation:
  • Cash Fee: 6.0% of the gross proceeds of the LIFE offering.
  • Broker Warrants: Equal to 6.0% of the total number of units sold pursuant to the LIFE offering.
  • Broker Warrant Terms: Exercisable into one unit at the issue price for a period of two years from the closing date.
• Closing Conditions:
  • Expected closing date: November 6, 2025.
  • Closing is subject to certain conditions, including receipt of all necessary approvals.
  • Closing of the LIFE offering is not conditional upon closing of the concurrent private placement.

Notable Quotes

• None provided in the text.