VANCOUVER, British Columbia, April 30, 2024 (GLOBE NEWSWIRE) -- Fortuna Silver
Mines Inc. (TSX: FVI) (NYSE: FSM) announced today that the Toronto Stock
Exchange has approved the renewal of Fortuna's normal course issuer bid (the
"NCIB") to purchase up to five percent of its outstanding common shares.
Under the NCIB, purchases of common shares may be made through the Toronto Stock
Exchange, the New York Stock Exchange and/or alternative Canadian trading
systems. The share repurchase program starts on May 2, 2024 and will expire on
the earlier of:
* May 1, 2025; one calendar year after the renewal of the share repurchase
program;
* the date Fortuna acquires the maximum number of common shares allowable
under the NCIB; or
* the date Fortuna otherwise determines not to make any further repurchases
under the NCIB.
Fortuna believes that from time to time, its common shares trade at market
prices that may not adequately reflect their underlying value. As a result,
depending upon future price movements and other factors, the Board of Directors
of Fortuna believes that the repurchase of common shares for cancellation would
be an appropriate use of corporate funds. Pursuant to the NCIB, Fortuna is
permitted to repurchase up to 15,287,201 common shares, being five percent of
its outstanding 305,744,039 common shares as of April 26, 2024. Common shares
purchased under the NCIB will be cancelled.
The actual number of common shares that may be purchased, and the timing of any
such purchases, will be determined by Fortuna based on a number of factors,
including Fortuna's financial performance and flexibility in the context of its
financial guardrails, the availability of discretionary cash flow, and capital
funding requirements.
The NCIB will be effected in accordance with the Toronto Stock Exchange's normal
course issuer bid rules and/or Rule 10b-18 under the U.S. Securities Exchange
Act of 1934, as amended, which contain restrictions on the number of common
shares that may be purchased on a single day, subject to certain exceptions for
block purchases, based on the average daily trading volumes of Fortuna's common
shares on the applicable exchange. Subject to exceptions for block purchases,
Fortuna will limit daily purchases of common shares on the Toronto Stock
Exchange in connection with the NCIB to no more than 25 percent, representing
158,239 common shares, of the six-month average daily trading volume of the
common shares on the Toronto Stock Exchange, representing 632,957 common shares,
during any trading day.
Purchases under the NCIB will be made through open market purchases at market
price, as well as by other means as may be permitted under applicable securities
laws.
In connection with the NCIB, Fortuna has entered into a share repurchase plan
with a broker, which will enable the broker to purchase common shares on behalf
of Fortuna through the open market in accordance with instructions from
management, provided that Fortuna is not in possession of any material non-
public information or subject to any black-out periods at such time.
Fortuna's prior NCIB for the purchase of up to 14,534,581 common shares expires
on May 1, 2024. As of April 26, 2024, Fortuna repurchased an aggregate of
1,030,375 common shares on the open market through the facilities of the NYSE at
a weighted-average price of US$3.4207 per common share, excluding brokerage
fees. The repurchased common shares were subsequently cancelled.
A copy of Fortuna's notice filed with the Toronto Stock Exchange may be obtained
by any shareholder without charge, by contacting Fortuna's Investor Relations
department at info@fortunasilver.com (mailto:info@fortunasilver.com).
About Fortuna Silver Mines Inc.
Fortuna Silver Mines Inc. is a Canadian precious metals mining company with five
operating mines in Argentina, Burkina Faso, Côte d'Ivoire, Mexico, and Peru.
Sustainability is integral to all our operations and relationships. We produce
gold and silver and generate shared value over the long-term for our
stakeholders through efficient production, environmental protection, and social
responsibility. For more information, please visit our website
(https://fortunasilver.com/).
ON BEHALF OF THE BOARD
Jorge A. Ganoza
President, CEO, and Director
Fortuna Silver Mines Inc.
Investor Relations:
Carlos Baca | info@fortunasilver.com (mailto:info@fortunasilver.com) |
www.fortunasilver.com (http://www.fortunasilver.com) | X
(https://twitter.com/Fortuna_Silver?t=5v8vqKKvb4yDTKNCSWmzGQ&s=09) | LinkedIn
(https://www.linkedin.com/company/fortunasilvermines/posts/?feedView=all) |
YouTube (https://www.youtube.com/@fortunasilver)
Forward-looking Statements
This news release contains forward-looking statements which constitute "forward-
looking information" within the meaning of applicable Canadian securities
legislation and "forward-looking statements" within the meaning of the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995
(collectively, "Forward-looking Statements"). All statements included herein,
other than statements of historical fact, are Forward-looking Statements and are
subject to a variety of known and unknown risks and uncertainties which could
cause actual events or results to differ materially from those reflected in the
Forward-looking Statements. The Forward-looking Statements in this news release
include, without limitation, statements relating to Fortuna's intention to renew
the NCIB and the timing, methods and quantity of any purchases of common shares
under the NCIB. These Forward-looking Statements are based on certain
assumptions that Fortuna has made in respect thereof as at the date of this news
release, including: prevailing commodity prices, margins and exchange rates,
that Fortuna's businesses will continue to achieve sustainable financial results
and that future results of operations will be consistent with past performance
and management expectations in relation thereto, the availability of cash for
repurchases of common shares under the NCIB, and compliance with applicable laws
and regulations pertaining to an NCIB. Often, but not always, these Forward-
looking Statements can be identified by the use of words such as "estimated",
"potential", "open", "future", "assumed", "projected", "used", "detailed", "has
been", "gain", "planned", "reflecting", "will", "anticipated", "estimated"
"containing", "remaining", "to be", or statements that events, "could" or
"should" occur or be achieved and similar expressions, including negative
variations.
Forward-looking Statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
Fortuna to be materially different from any results, performance or achievements
expressed or implied by the Forward-looking Statements. Such uncertainties and
factors include, among others, operational risks associated with mining and
mineral processing; uncertainty relating to mineral resource and mineral reserve
estimates; uncertainty relating to capital and operating costs, production
schedules and economic returns; uncertainties related to new mining operations
such as the Séguéla Mine; risks relating to Fortuna's ability to replace its
mineral reserves; risks associated with mineral exploration and project
development; uncertainty relating to the repatriation of funds as a result of
currency controls; environmental matters including obtaining or renewing
environmental permits and potential liability claims; uncertainty relating to
nature and climate conditions; risks associated with political instability and
changes to the regulations governing Fortuna's business operations; changes in
national and local government legislation, taxation, controls, regulations and
political or economic developments in countries in which Fortuna does or may
carry on business; risks associated with war, hostilities or other conflicts,
such as the Ukrainian - Russian conflict and the Israel - Hamas war, and the
impacts such conflicts may have on global economic activity; risks relating to
the termination of Fortuna's mining concessions in certain circumstances;
developing and maintaining relationships with local communities and
stakeholders; risks associated with losing control of public perception as a
result of social media and other web-based applications; potential opposition to
Fortuna's exploration, development and operational activities; risks related to
Fortuna's ability to obtain adequate financing for planned exploration and
development activities; property title matters; risks relating to the
integration of businesses and assets acquired by Fortuna; impairments; risks
associated with climate change legislation; reliance on key personnel; adequacy
of insurance coverage; operational safety and security risks; legal proceedings
and potential legal proceedings; the possibility that the appeal in respect of
the ruling in favour of Compañia Minera Cuzcatlan S.A. de C.V. reinstating the
environmental impact authorization (the "EIA") at the San Jose Mine will be
successful; uncertainties relating to general economic conditions; risks
relating to a global pandemic, which could impact Fortuna's business,
operations, financial condition and share price; competition; fluctuations in
metal prices; risks associated with entering into commodity forward and option
contracts for base metals production; fluctuations in currency exchange rates
and interest rates; tax audits and reassessments; risks related to hedging;
uncertainty relating to concentrate treatment charges and transportation costs;
sufficiency of monies allotted by Fortuna for land reclamation; risks associated
with dependence upon information technology systems, which are subject to
disruption, damage, failure and risks with implementation and integration; risks
associated with climate change legislation; labour relations issues; as well as
those factors discussed under "Risk Factors" in Fortuna's Annual Information
Form. Although Fortuna has attempted to identify important factors that could
cause actual actions, events or results to differ materially from those
described in Forward-looking Statements, there may be other factors that cause
actions, events or results to differ from those anticipated, estimated or
intended.
Forward-looking Statements contained herein are based on the assumptions,
beliefs, expectations and opinions of management, including but not limited to
the accuracy of Fortuna's current mineral resource and mineral reserve
estimates; that Fortuna's activities will be conducted in accordance with
Fortuna's public statements and stated goals; that there will be no material
adverse change affecting Fortuna, its properties or its production estimates
(which assume accuracy of projected head grade, mining rates, recovery timing,
and recovery rate estimates and may be impacted by unscheduled maintenance,
labor and contractor availability and other operating or technical
difficulties); the duration and effect of global and local inflation; geo-
political uncertainties on Fortuna's production, workforce, business, operations
and financial condition; the expected trends in mineral prices, inflation and
currency exchange rates; that the appeal filed in the Mexican Collegiate Court
challenging the reinstatement of the EIA will be unsuccessful; that all required
approvals and permits will be obtained for Fortuna's business and operations on
acceptable terms; that there will be no significant disruptions affecting
Fortuna's operations and such other assumptions as set out herein. Forward-
looking Statements are made as of the date hereof and Fortuna disclaims any
obligation to update any Forward-looking Statements, whether as a result of new
information, future events or results or otherwise, except as required by law.
There can be no assurance that these Forward-looking Statements will prove to be
accurate, as actual results and future events could differ materially from those
anticipated in such statements. Accordingly, investors should not place undue
reliance on Forward-looking Statements.
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