8-K
filed October 16, 2023, 7:59 PM ET
ticker MUX
CIK 0000314203
other material
confidence high
sentiment positive
materiality 0.75
McEwen Copper closes $120M Stellantis investment and $10M Nuton investment; implied valuation ~$800M
McEwen Inc.
- Stellantis invested ARS 42B (~$120M USD) for 1.9M shares of McEwen Copper; closed Oct 10, 2023.
- Nuton to invest $10M: private placement of 152,615 shares + secondary purchase of 232,000 shares from McEwen Mining.
- McEwen Mining retains 47.7% ownership; Stellantis 19.4%, Nuton 14.5% on fully diluted basis.
- Proceeds to advance Los Azules copper project in Argentina and for general corporate purposes.
- IRA amended: carbon neutrality commitment not contingent on Stellantis ownership; CCCPRA provides minimum 10,000 t/yr copper cathode offtake.
Key facts
Extracted from this filing and checked against the source text.
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
McEwen Inc. entered into Private Placement Subscription Agreement with Stellantis valued at $119,976,004.80 (gross proceeds) (effective 2023-10-10).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Stellantis
- Value
- $119,976,004.80 (gross proceeds)
- Effective
- 2023-10-10
Exact text from the filing
On October 11, 2023, and McEwen Copper Inc. “ McEwen Copper ”), a privately-held Alberta, Canada subsidiary of McEwen Mining Inc. (the “ Company ”), announced consummated agreements pursuant to which a single investor purchased 1,900,000 shares of McEwen Copper common stock from that entity for gross proceeds of ARS $42,000,000 ($119,976,004.80 at a deemed USD/ARS exchange rate of 350.07) (the “ Stellantis Private Placement ”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
McEwen Inc. entered into Nuton Secondary Transaction with Nuton LLC valued at Purchase of 232,000 shares from the Company (effective 2023-10-10).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Nuton LLC
- Value
- Purchase of 232,000 shares from the Company
- Effective
- 2023-10-10
Exact text from the filing
Additionally, in a separate but related transaction Nuton has also agreed to purchase 232,000 shares of McEwen Copper common stock from the Company in a secondary sale (the “ Nuton Secondary Transaction ” and together with the Nuton Private Placement, the “ Nuton Transactions ”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
McEwen Inc. entered into Nuton Private Placement with Nuton LLC valued at $10 million for 152,615 shares (effective 2023-10-10).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- Nuton LLC
- Value
- $10 million for 152,615 shares
- Effective
- 2023-10-10
Exact text from the filing
On October 10, 2023, McEwen Copper entered into a binding agreement with Nuton LLC, a current shareholder of McEwen Copper and subsidiary of Rio Tinto (“ Nuton ”), pursuant to which Nuton agreed to invest $10 million to acquire 152,615 shares of McEwen Copper common stock from McEwen Copper (the “ Nuton Private Placement ”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
McEwen Inc. amended Amendment No. 1 to Copper Cathodes and Concentrates Purchase Rights Agreement with Stellantis valued at Minimum 10,000 tonne per annum copper cathode offtake (effective 2023-10-10).
- Action
- amendment
- Agreement
- equity purchase
- Counterparty
- Stellantis
- Value
- Minimum 10,000 tonne per annum copper cathode offtake
- Effective
- 2023-10-10
Exact text from the filing
In connection with the Stellantis Private Placement, the McEwen Parties entered into Amendment No. 1, dated October 10, 2023 (the “ CCCPRA Amendment ”), to that certain Copper Cathodes and Concentrates Purchase Rights Agreement, dated February 24, 2023 (the “ CCCPRA ”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
McEwen Inc. amended Amendment No. 2 to Investor Rights Agreement with Stellantis valued at Carbon Neutral Commitment by 2038 not contingent on minimum ownership (effective 2023-10-10).
- Action
- amendment
- Agreement
- equity purchase
- Counterparty
- Stellantis
- Value
- Carbon Neutral Commitment by 2038 not contingent on minimum ownership
- Effective
- 2023-10-10
Exact text from the filing
In connection with the Stellantis Private Placement, the Company, McEwen Copper, Minera Andes Inc., a subsidiary of the Company, Robert McEwen (collectively, the Company, McEwen Copper, Minera Andes and Mr. McEwen are referred to as the “ McEwen Parties ”) and Stellantis agreed to Amendment No. 2, dated October 10, 2023 (the “ IRA Amendment ”), to that certain Investor Rights Agreement, dated February 24, 2023 (the “ IRA ”).
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
McEwen Inc. amended Amendment No. 2 to Nuton Collaboration Agreement with Nuton LLC valued at Extended exclusivity over copper heap leach technologies until February 1, 2025 (effective 2023-10-10).
- Action
- amendment
- Agreement
- license
- Counterparty
- Nuton LLC
- Value
- Extended exclusivity over copper heap leach technologies until February 1, 2025
- Effective
- 2023-10-10
Exact text from the filing
In connection with the Nuton Transactions, McEwen Copper and certain of its affiliates agreed to amend the Nuton Collaboration Agreement, dated August 30, 2022, as amended by Amendment No. 1 to the Nuton Collaboration Agreement, dated March 9, 2023, to extend the period of exclusivity over novel, trade secret or patented copper heap leach technologies until February 1, 2025.
View on SEC.gov
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