Fortuna Silver Mines Inc. (NYSE: FSM)
(TSX: FVI) ("Fortuna" or the "Company") announced today
the acceptance by the Toronto Stock Exchange (the "TSX") of
Fortuna's notice to commence a 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 facilities of the TSX, the New York Stock
Exchange and/or alternative Canadian trading systems, commencing on
May 2, 2022 and expiring on the earlier of May 1, 2023 and the date
on which Fortuna has acquired the maximum number of common shares
allowable under the NCIB or the date on which Fortuna otherwise
decides 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 purchase of the Shares would be an
appropriate use of corporate funds. Pursuant to the NCIB, Fortuna
is permitted to repurchase up to 14,608,820 common shares, being
five percent of its outstanding 292,176,418 common shares as at
April 27, 2022. 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
TSX'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 TSX in connection with the NCIB to no more than 25 percent
(276,196 common shares) of the six-month average daily trading
volume of the common shares on the TSX (1,104,784 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, including
private agreements. Any purchases made by private agreement under
an issuer bid exemption order issued by a securities regulatory
authority will be at a discount to the prevailing market price as
provided in any such exemption order.
A copy of Fortuna's notice filed with the TSX
may be obtained by any shareholder without charge, by contacting
the Company's Investor Relations representative.
About Fortuna Silver Mines
Inc.
Fortuna Silver Mines Inc. is a Canadian precious
metals mining company with four operating mines in Argentina,
Burkina Faso, Mexico and Peru, and a fifth mine under construction
in Côte d'Ivoire. 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.
ON BEHALF OF THE BOARD
Jorge A. Ganoza President, CEO,
and DirectorFortuna Silver Mines Inc.
Investor Relations: Carlos Baca
| info@fortunasilver.com
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 may include, without limitation, statements
relating to Fortuna's intention in respect of NCIB purchases 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 the Company 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, changes in general
economic conditions and financial markets; the impact of the
COVID-19 pandemic on the Company’s mining operations and
construction activities; the duration and impacts of COVID-19 on
the Company’s production, workforce, business, operations and
financial condition, and the risks relating to a global pandemic,
which unless contained could cause a slowdown in global economic
growth; uncertainties related to the impacts of COVID-19 which may
include: changing market conditions, changing restrictions on the
mining industry in the countries in which the Company operates, the
ability to operate as a result of government imposed restrictions,
including restrictions on travel, the transportation of
concentrates and doré, access to refineries, the impact of
additional waves of the pandemic or increases of incidents of
COVID-19 in the countries in which we operate; the duration of any
suspension of operations at the Company’s mines as a result of
COVID-19 which may affect production and the Company’ business
operations and financial condition; the risks associated with the
completion of the business combination with Roxgold, including the
ability of the Company to successfully consolidate functions,
integrate operations, procedures and personnel; changes in prices
for gold, silver and other metals; changes in the prices of key
supplies; technological and operational hazards in Fortuna’s mining
and mine development activities; risks inherent in mineral
exploration; the ability of the current exploration programs to
identify and or expand mineral resources; operational risks in
exploration and development; delays or changes in plans with
respect to exploration or development projects including the
construction of the mine at the Séguéla Project; uncertainties
inherent in the estimation of mineral reserves, mineral resources,
and metal recoveries; changes to current estimates of mineral
reserves and resources; changes to production and cost estimates;
governmental and other approvals; changes in government, political
unrest or instability in countries where Fortuna is active;
fluctuations in currencies and exchange rates; the imposition of
capital control in countries in which the Company operates; labor
relations issues; as well as those factors discussed under “Risk
Factors” in the Company's Annual Information Form. Although the
Company 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.
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