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VANCOUVER, BC, July 29, 2026 /CNW/ -- Miata Metals Corp. (TSXV: MMET) (FSE: 8NQ) (OTCQX: MMETF) ("Miata" or the "Company") is pleased to announce that due to strong investor demand, the Company has amended its agreement with ATB Cormark Capital Markets and SCP Resource Finance LP on behalf of a syndicate of underwriters (collectively, the "Underwriters")to increase the size of its previously announced "bought deal" public offering of common shares of the Company (each a "Share") from gross proceeds of approximately C$7.5 million to gross proceeds of approximately C$10 million (the "Bought Deal Offering"). Under the Bought Deal Offering, the Underwriters have agreed to purchase, on a "bought deal" basis, 24,391,000 Shares (the "Offered Shares") at a price of C$0.41 per Offered Share.
The Company has also granted the Underwriters an option (the "Over-Allotment Option") to purchase up to an additional 15% of the Offered Shares on the same terms and conditions as the Bought Deal Offering, exercisable at any time, in whole or in part, until the date that is 30 days following the closing of the Bought Deal Offering, for market stabilization purposes and to cover over-allotments, if any.
The Company is also pleased to announce that La Mancha Resource Fund SCSp, a fund advised by La Mancha Resource Capital LLP, has via its subsidiary ("La Mancha") agreed to upsize its previously announced strategic investment in Miata accordingly. La Mancha will purchase, through a non-brokered private placement, 32,390,229 Shares at a price of C$0.41 per Share for aggregate gross proceeds to the Company of approximately C$13,279,994 (the "Strategic Investment"), to maintain its pro forma strategic investment of 19.9% of the Company.
The aggregate gross proceeds to the Company from the Bought Deal Offering and Strategic Investment are expected to be approximately C$23,280,304.
La Mancha does not currently own any Shares. Upon closing of the Strategic Investment and Bought Deal Offering, including exercise of the Over-Allotment Option (if any), La Mancha is expected to hold approximately 19.9% of the Company's issued and outstanding Shares on a non-diluted basis. If the Over-Allotment Option is exercised by the Underwriters, the aggregate gross proceeds of the Strategic Investment will be increased accordingly such that La Mancha will continue to hold approximately 19.9% of the issued and outstanding Shares on a non-diluted basis.
As previously announced, in connection with the Strategic Investment, Miata and La Mancha intend to enter into an investor rights agreement (the "Investor Rights Agreement"), which will provide La Mancha with certain customary investor rights, subject to La Mancha maintaining ownership of at least 10% of the issued and outstanding Shares.
La Mancha agreed to a standstill which prohibits La Mancha from acquiring more than 25% of the outstanding Shares for a two year period following closing of the Strategic Investment. La Mancha has also agreed to an 18-month lockup in respect of the Shares issued to it following closing of the Strategic Investment. The Shares issued to La Mancha under the Strategic Investment will also be subject to a statutory four month hold period from the closing date, in accordance with applicable Canadian securities laws.
The Company intends to use the net proceeds from the Bought Deal Offering and the proceeds from the Strategic Investment to fund exploration and drilling at the Sela Creek Gold Project, support technical studies and project development activities, and for general corporate and working capital purposes as will be described in the short form prospectus of the Company to be filed in connection with the Bought Deal Offering.
The Bought Deal Offering and Strategic Investment are expected to close concurrently on or about August 18, 2026, or such other date as may be agreed upon by the Company, the Underwriters and La Mancha, and each remains subject to the entering into of definitive documentation and the satisfaction of customary closing conditions, including receipt of all required regulatory approvals and the acceptance of the TSX Venture Exchange (the "TSXV"). Closing of each of the Bought Deal Offering and the Strategic Investment is conditional upon the closing of the other, as will be set out in the applicable definitive agreements.
The Offered Shares will be offered by way of a short form prospectus to be filed in all provinces of Canada (other than Quebec). The Offered Shares may also be offered in the United States on a private placement basis pursuant to an exemption from the registration requirements of the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") and applicable state securities laws, and in jurisdictions outside of Canada and the United States as are agreed to by the Company and the Underwriters on a private placement or equivalent basis, provided that no prospectus filing or comparable obligation arises and the Company does not thereafter become subject to continuous disclosure obligations in such jurisdictions.
The securities offered in the Bought Deal Offering and the Strategic Investment have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
La Mancha is acquiring the Shares for investment purposes. La Mancha may, depending on market conditions and other factors, acquire additional Shares or other securities of Miata, or dispose of some or all of the Shares or other securities of Miata that it owns at such time. An early warning report will be filed by La Mancha in accordance with applicable securities laws. To obtain a copy of the early warning report, please contact Matthew Fisher, General Counsel, La Mancha Resource Capital LLP, legal@lamancha.com, +44 20 3960 2020.
About La Mancha
La Mancha Resource Fund SCSp is a Luxembourg-based deep value fund focused on investments in the precious and energy transition metals space. Its general partner is La Mancha Capital Management GP S.à r.l. which has delegated investment management over the Fund's investments to NS Partners Europe S.A., which has further delegated the Fund's portfolio management to La Mancha Resource Capital LLP, which is authorised and regulated by the United Kingdom Financial Conduct Authority (FRN 978592).
Additional information is available at www.lamancharesourcecapital.com.
About Miata Metals Corp.
Miata Metals Corp. (TSX.V: MMET) is a Canadian mineral exploration company listed on the TSXV, as well as quoted on the OTCQX (OTCQX: MMETF) and Frankfurt (FSE: 8NQ) Exchanges. The Company is focused on the acquisition, exploration, and development of mineral properties. The Company holds a 70% interest in the ~215 km2 Sela Creek Gold Project with an option to acquire a full 100% interest, and a 70% beneficial interest in the Nassau Gold Project with an option to acquire 100%. Both exploration properties are located in the greenstone belt of Suriname.
On Behalf of the Board
Dr. Jacob (Jaap) Verbaas, P.Geo | CEO and Director
Forward-Looking Statements
Certain information contained herein constitutes "forward-looking information" or "forward-looking statements" under Canadian and United States securities legislation. Forward-looking information includes, without limitation, statements regarding the timing and closing of the Bought Deal Offering, the Strategic Investment, the use of proceeds from the Bought Deal Offering and the Strategic Investment, the Investor Rights Agreement, La Mancha's shareholding percentage in the Company following completion of the Bought Deal Offering and the Strategic Investment, La Macha working closely with Miata as they advance Sela Creek, and the future plans or prospects of the Company. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "anticipates", "anticipated", "expected", "intends", "will" or variations of such words and phrases or statements that certain actions, events or results will occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and are subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied by such forward-looking statements or forward-looking information. Although management of the Company have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. The Company will not update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Miata Metals Corp.
View original content: http://www.newswire.ca/en/releases/archive/July2026/29/c8340.html
For Further Information, please contact: Nikki McEachnie, Director of Investor Relations, nikki@miatametals.com, 1-778-486-1500