Mogotes arranges $19M placement, adds Daniele to board

Executive Summary

• Mogotes Metals Inc. completed a non-brokered private placement raising up to C$19 million through the issuance of 71,698,113 units at C$0.265 per unit.
• CD Capital Fund IV LP is the lead investor, subscribing for C$15 million, and Carmel Daniele (Founder/CEO of CD Capital) joins the company's board of directors.
• The financing includes an investor rights agreement granting CD Capital pre-emptive rights, top-up rights, an option to increase holdings to 19.9%, and board nomination rights.

Key Details

• Financing Structure: Non-brokered private placement of 71,698,113 units.
• Price: C$0.265 per unit.
• Gross Proceeds: Up to C$19 million.
• Unit Composition: Each unit consists of one common share and one-half of one common share purchase warrant.
• Warrant Terms: Each warrant entitles the holder to acquire one common share at an exercise price of C$0.53 per share for a period of three years from closing.
• Use of Proceeds: General corporate and working capital purposes.
• Lead Investor: CD Capital Fund IV LP subscribed for C$15 million, becoming a significant shareholder.
• Board Changes: Carmel Daniele joins the board of directors in connection with the strategic investment.
• Investor Rights Agreement: CD Capital granted specific rights including:
  • Pre-emptive right to participate in future equity financings to maintain ownership (while holding 5% or more).
  • Top-up right to purchase shares if conversions or property-related issuances dilute stake by 2% or more.
  • Subscription option exercisable within five years to increase holdings up to 19.9% of issued and outstanding shares.
  • Right to nominate one director to the board while holding 5% or more of issued shares.
• Hold Period: Four months plus one day from issuance for securities issued in Canada and the United States. No statutory hold period for jurisdictions outside Canada and the US under OSC Rule 72-503.
• Closing Conditions: Subject to regulatory approvals, including TSX Venture Exchange approval.
• Strategic Context: CD Capital previously invested in Filo Corp (2020), which was acquired by BHP and Lundin Mining for $4.5 billion. CD Capital identifies potential in Mogotes' Filo Sur project, which adjoins the Filo del Sol discovery.

Notable Quotes

• "Mogotes looks forward to working closely with he and the CD Capital team, leveraging the combination of long-term patient institutional capital and sector expertise, to unlock value from the Filo Sur project."