TORONTO--(BUSINESS WIRE)--Mar. 4, 2025-- Sun Valley Investments AG (“Sun Valley”) today announces that it is improving the terms of the public offer to purchase common shares (“CommonShares”) of Mineros S.A. (“Mineros” or the “Company”, TSX: MSA, CB: MINEROS) by way of an Oferta Pública de Adquisición (the “ImprovedOPA” or the “Offer”) through the facilities of the Colombia Securities Exchange that was initially announced through its news release dated February 14, 2025 (the Offer as initially announced, the “Initial OPA”). Under the Improved OPA, Sun Valley will offer a price per Common Share equal to 5,500 Colombian pesos (“COP”), equivalent to approximately CAD $1.92 as of the date of this news release, payable in cash, which represents an increase of 900 COP per Common Share, equivalent to approximately CAD $0.34 per Common Share as of the date of this news release, compared to the price per Common Share offered in the Initial OPA. In addition, Sun Valley may acquire a minimum of 1 Common Share and a maximum of 77,931,725 Common Shares under the Improved OPA, which represents approximately 26% of the issued and outstanding Common Shares as of December 10, 2024 and is a 17% increase in the maximum number of issued and outstanding Common Shares that Sun Valley can acquire under the Improved OPA as compared to the Initial OPA. The total aggregate consideration to be paid by Sun Valley for Common Shares pursuant to the Improved OPA will be a minimum of COP 5,500, equivalent to approximately CAD $1.92 as of the date of this news release, and a maximum of COP 428,624,487,500, equivalent to approximately CAD $149,628,912 as of the date of this news release.

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Immediately prior to the Improved OPA, Sun Valley beneficially owned and exercised control over 92,477,823 Common Shares, representing 30.85% of the issued and outstanding Common Shares. In the event that the Improved OPA is successful, Sun Valley expects to acquire ownership and control of a minimum of 1 Common Share and a maximum of 77,931,725 Common Shares, unless the Improved OPA is amended in accordance with the terms described in the Offer Booklet. As a result, and in the event the Improved OPA is successful, Sun Valley expects to own and exercise control over a minimum of 92,477,824 Common Shares and a maximum of 170,409,548 Common Shares following the Improved OPA, respectively representing approximately 30.85% and 56.85% of the issued and outstanding Common Shares as of December 10, 2024. Sun Valley’s holdings of Common Shares as of the date of this news release had a market value of approximately COP $512 billion, equivalent to approximately CAD $181 million based on the closing price of the Common Shares on the BVC (Colombian Stock Exchange) on March 3, 2025 (the “Closing Price”), the last trading day prior to the issuance of this news release. If Sun Valley acquires the maximum number of Common Shares it is offering to purchase in the Improved OPA, the market value of its holdings of Common Shares will be approximately COP $944 billion equivalent to approximately CAD $334 million, based on the Closing Price.

A more detailed description of the Improved OPA, which includes where and how Mineros shareholders can obtain a copy of documents relating to the Improved OPA (the “Offer Booklet”) and instructions outlining how Mineros shareholders who hold their Common Shares in Canada can participate in the Improved OPA, is attached to this news release as Appendix A and available at the following link: https://sunvalleyinv.com/opa/. Sun Valley is relying on the foreign take-over bid exemption set out in Section 4.4 of National Instrument 62-104 – Take-Over Bids and Issuer Bids in connection with the Offer.

Sun Valley will hold its Common Shares for investment purposes and will evaluate its investment in Mineros on an ongoing basis and may increase or decrease its holdings in Mineros and otherwise engage with the Company in the future, subject to market conditions and other relevant factors.

This news release is issued pursuant to National Instrument 62-103 – The Early Warning Systems and Related Take-Over Bids and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions in which the Company is a reporting issuer containing information with respect to the foregoing matters ("Early Warning Report"). The Early Warning Report will be filed and made available under the SEDAR+ profile of Mineros at www.sedarplus.ca.

The head office address of Mineros is Carrera 43A No. 14-109, Piso 6, Edificio Nova Tempo, Medellin, Colombia.

Sun Valley is a corporation existing under the laws of Switzerland. The head office address of Sun Valley is Bahnhofplatz 6300, Zug, Switzerland.

Dentons Cardenas & Cardenas Abogados S.A.S (Colombia) and Dentons Canada LLP acted as legal advisors to Sun Valley in connection with the Offer.

About Sun Valley

Sun Valley is a private investment firm focused on the metals and mining industry with portfolio companies and branch offices in the Americas, Europe and Asia. Sun Valley's senior leadership team has several decades of experience in mining and investment companies and combines investment skills across diverse asset classes with hands-on experience at both senior and junior companies in the precious metals mining and refining industry. The firm finances the entire precious metals supply chain: mineral exploration, mine construction, production, processing and refining.

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For further information relating to Sun Valley, please contact:
Camilo Alvarez
email: calvarez@sunvalleyinv.com
phone: +1 281 994 7031

Source: Sun Valley Investments AG