Endeavour Silver Arranges CA$8 Million Private Placement of Subordinated Unsecured Convertible Redeemable Debentures
Vancouver, Canada -- January 22, 2009 - Endeavour Silver Corp. (EDR: TSX, EJD: DBFrankfurt and EXK: NYSE Alternext) announces that it has arranged an CA$8 million private placement financing of five year 10% subordinated unsecured convertible redeemable debentures.
Euro Pacific Capital Inc. will act as the exclusive advisor and lead agent and Salman Partners will act as co-agent to Endeavour in connection to this financing. The agents have an oversubscription right to place up to an additional CA$4 million of the debentures and the financing is expected to close on or before February 20, 2009, subject to TSX and regulatory approvals.
The terms of the debenture financing can be summarized as follows:
Offering: Up to 8,000 debentures at CA$1,000 per debenture
Oversubscription Right: Up to 4,000 debentures at CA$1,000 per debenture
Maturity Date: Five years after the closing date, or February 2014
Interest Rate: 10% per annum payable quarterly in arrears
At any time after the closing date and prior to the maturity date, each debenture may be converted by the holder at a conversion price of CA$ 1.90 into one unit of the company consisting of approximately 526 (five hundred and twenty-six) of the company's common shares, no par value per share ("common shares") and approximately 263 (two hundred and sixty-three) common share purchase warrants. Each share purchase warrant will entitle the holder to purchase one common Share prior to the maturity date at an exercise price of CA$2.05.
At any time after 18 months following the closing date and prior to the maturity date, each debenture can be redeemed by the company for cash so long as the volume weighted average price of the common shares on the Toronto Stock Exchange ("TSX") for a period of thirty (30) consecutive trading days prior to the date of the redemption notice is equal to or greater than CA$2.85, and by paying a 7% redemption fee to the holder.
The debentures will be subordinated in right of payment of principal and interest to all senior secured debt of the Company and will be pari passu with any other unsecured debt.
The debentures will be unsecured.
The company will file a registration statement with the U.S. SEC covering all of the common shares and the shares underlying the warrants, on or before March 31, 2009 and use its best efforts to cause the registration statement to become effective within one hundred twenty (120) days following the closing date.
The agent will receive a cash commission of 7% of the aggregate principal amount of debentures placed, plus a warrant exercisable into common shares equal to 7% of the aggregate principal amount of the debentures placed, divided by CA$1.52. The exercise price for the warrant will be CA$1.90.
Use of Proceeds:
The net proceeds will be used to acquire mining equipment, develop underground access to mineralized zones and upgrade certain plant circuits at the company's Guanacevi and Guanajuato mines in Mexico, and for general corporate purposes.
Bradford Cooke, Chairman and CEO, commented, "Now that the market sentiment for precious metals is starting to turn positive once again, we felt it important to raise the financing needed for Endeavour's proposed mine expansion program in Mexico this year. This private placement financing represents a win-win transaction for both Endeavour and for the investors. From Endeavour's point of view, it is an opportunity to place convertible redeemable unsecured debt with a conversion price at a healthy premium to the current share price. From the investors' point of view, they will get paid 10% per year and have the right to convert the debentures into units at a fixed price in Canadian dollars for five years."
This news release shall not constitute an offer to sell or an offer to buy the securities in any jurisdiction.
Endeavour Silver Corp. (EDR: TSX, EXK: NYSE-AlterNext, EJD: DB-Frankfurt) is a small-cap silver mining company focused on the growth of its silver production, reserves and resources in Mexico. The expansion programs now underway at Endeavour's two operating mines, Guanacevi in Durango State and Guanajuato in Guanajuato State, should help propel Endeavour into the ranks of mid-tier primary silver producers.
ENDEAVOUR SILVER CORP.
/s/ "Bradford J. Cooke"
Chairman and CEO
For more information, please contact Hugh Clarke Toll free: 877-685-9775, tel: (604) 685-9775, fax: (604) 685-9744, email email@example.com or visit our website, www.edrsilver.com. The TSX Exchange has neither approved nor disapproved the contents of this news release.
CAUTIONARY DISCLAIMER -- FORWARD LOOKING STATEMENTS
Certain statements contained herein constitute "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements that are not historical facts, including without limitation statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, are "forward-looking statements". We caution you that such "forward-looking statements" involve known and unknown risks and uncertainties, as discussed in the Company's filings with Canadian and United States securities agencies. The Company expressly disclaims any obligation to update any forward-looking statements other than as required by applicable law. We seek safe harbour.