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Proposed placing in Atalaya Mining Copper, S.A.

In brief · summary, not quotable

Fairfax Financial Holdings affiliates placing 8.2m shares representing 5.8% of Atalaya Mining.

  • Placing Shares 8,211,795 ordinary shares
  • Percentage of issued share capital approximately 5.8%
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PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

Proposed placing of up to 8,211,795 ordinary shares in Atalaya Mining Copper, S.A.

Certain affiliates of Fairfax Financial Holdings Limited (the "Sellers") have indicated their intention to sell up to 8,211,795 ordinary shares in aggregate (the "Placing Shares") in Atalaya Mining Copper, S.A. ("Atalaya") to institutional investors (the "Placing"). The Placing Shares represent the entire holding of the Sellers in Atalaya and represent approximately 5.8% per cent. of Atalaya's existing issued share capital.

The Placing will be conducted by means of an accelerated bookbuild secondary placing to institutional investors which will begin with immediate effect. The final price at which the Placing Shares are to be sold will be agreed by Canaccord Genuity Limited ("Canaccord Genuity") and the Sellers at the close of the bookbuild process. The results of the Placing will be announced as soon as practicable thereafter. The timing of the closing of the bookbuild will be at the absolute discretion of Canaccord Genuity. The Placing is not being underwritten.

Canaccord Genuity is acting as sole bookrunner in relation to the Placing.

596/2014 as it forms part of UK domestic law pursuant to the European Union (Withdrawal) Act 2018, as amended ("MAR").

Information to Distributors

Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that the ordinary shares in Atalaya (the "Ordinary Shares") are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in paragraph 3 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all permitted distribution channels (the "UK Target Market Assessment").

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that the Ordinary Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "EU Target Market Assessment").

Notwithstanding the UK Target Market Assessment and the EU Target Market Assessment (together, the "Target Market Assessments"), Distributors should note that: the price of Ordinary Shares may decline and investors could lose all or part of their investment; the Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessments are without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the Target Market Assessments, Canaccord Genuity will only procure investors who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the Target Market Assessments do not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapter 9A or 10A respectively of the FCA Handbook Conduct of Business Sourcebook or MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Ordinary Shares. Each Distributor is responsible for undertaking its own target market assessment in respect of the Ordinary Shares and determining appropriate distribution channels.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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