NEVADA COPPER CLOSES PREVIOUSLY ANNOUNCED BALANCE SHEET STRENGTHENING TRANSACTIONS
March 30 2020 - 8:30AM
Nevada Copper Corp. (TSX: NCU) (“
Nevada
Copper” or the “
Company’’) is pleased to
announce that it has closed its previously announced balance sheet
strengthening transactions.
Completed Balance Sheet Strengthening
Package
The following components of the financing
transactions have now closed. Additional details on these
transactions can be found in the Company’s press release, dated
March 27, 2020.
KfW Amendment ($12.2 million re-sculpting of
senior debt service)
- Amendments to the Company’s
existing senior credit facility with KfW IPEX-Bank GMBH, providing
for an aggregate of $12,200,000 in payment deferrals through the
re-sculpting of certain amortization and debt service reserve
account payments.
Triple Flag Transactions ($20 million advanced
and $15 million in subsequent payments)
- An amendment to the existing metals
purchase and sale agreement with an affiliate of Triple Flag
Precious Metals Corp. (“TFPM”) that provides for
an additional $15,000,000 in payments to the Company, comprised of
a $10,000,000 payment on May 1, 2020 and an additional $5,000,000
to be paid through the reinvestment of 50% of the value of metal
deliveries received by TFPM’s affiliate under the agreement.
- New net smelter return royalty
agreements with an affiliate of TFPM over the Company’s Open Pit
project and Tedeboy exploration property. The Company has received
an aggregate of $20,000,000 as the purchase price for these
royalties.
- TFPM was issued an aggregate of
15,000,000 common share purchase warrants of the Company at an
exercise price of C$0.225.
Convertible Loan ($30 million credit facility
re-financing)
- A new convertible loan facility
(the “Convertible Loan”) with Pala Investments
Limited (“Pala”) in the principal amount of
$30,000,000, which extends and replaces the $30,000,000 unsecured
credit facility the Company entered into with Pala on November 29,
2019, as amended.
- The Company and Pala intend to seek
additional investors (which may include insiders of the Company) to
which Pala may syndicate a portion of the Convertible Loan up to a
maximum amount of $12,000,000.
Backstop Commitment (up to $20 million)
- A backstop agreement among Pala,
the Company and an affiliate of TFPM (the
“Backstop”), providing for up to $20,000,000 which
will be available for the Company to call on if required until
December 31, 2021 if it is unable to raise capital from other
sources.
Regulatory Matters
The conversion feature of the Convertible Loan
and the issuance of Common Shares or convertible debt under the
Backstop are subject to approval of the Toronto Stock Exchange (the
“TSX”), including that they will be exempt from
shareholder approval pursuant to the financial hardship exemption.
Nevada Copper has applied to the TSX, pursuant to the provisions of
Section 604(e) of the TSX Company Manual, for a “financial
hardship” exemption and expects to receive this approval on April
1, 2020. No Common Shares will be issuable to Pala in connection
with the Convertible Loan, the Backstop or the payment of certain
fees prior to April 1, 2020 and the receipt of TSX approval.
About Nevada Copper
Nevada Copper (TSX: NCU) is a copper producer
and owner of the Pumpkin Hollow copper project. Located in Nevada,
USA, Pumpkin Hollow has substantial reserves and resources
including copper, gold and silver. Its two fully permitted projects
include the high-grade underground mine and processing facility,
which is now in production, and a large-scale open pit project,
which is advancing towards feasibility status.
Additional Information
For further information please visit the Nevada
Copper corporate website (www.nevadacopper.com).
NEVADA COPPER
CORP.Matthew Gili, President and CEO
For further information
call:Rich Matthews,VP Investor RelationsPhone:
604-355-7179Toll free: 1-877-648-8266 Email:
rmatthews@nevadacopper.com
Cautionary Language
This news release includes certain statements
and information that constitute forward-looking information within
the meaning of applicable Canadian securities laws. All statements
in this news release, other than statements of historical facts are
forward-looking statements. Such forward-looking statements and
forward-looking information specifically include, but are not
limited to, statements that relate to the TSX’s approval of the
Company’s “financial hardship” exemption.
Often, but not always, forward-looking
statements and forward-looking information can be identified by the
use of words such as “plans”, “expects”, “potential”, “is
expected”, “anticipated”, “is targeted”, “budget”, “scheduled”,
“estimates”, “forecasts”, “intends”, “anticipates”, or “believes”
or the negatives thereof or variations of such words and phrases or
statements that certain actions, events or results “may”, “could”,
“would”, “might” or “will” be taken, occur or be achieved.
Forward-looking statements or information are subject to known or
unknown risks, uncertainties and other factors which may cause the
actual events or results, to be materially different from any
future results, performance or achievements expressed or implied by
such forward-looking statements or information.
Forward-looking statements or information are
subject to a variety of risks and uncertainties which could cause
actual events or results to differ from those reflected in the
forward-looking statements or information, including, without
limitation, risks and uncertainties relating to: failure to obtain
the TSX approval referred to above; the state of financial markets;
regulatory approvals; the impact of COVID-19 on the business and
operations of the Company; history of losses; requirements for
additional capital; dilution; adverse events relating to
construction, development and ramp-up; ground conditions; cost
overruns relating to development, completion and ramp-up of the
Underground Project; loss of material properties; interest rates
increase; global economy; no history of production; future metals
price fluctuations and the continuation of the current low copper
price environment; speculative nature of exploration activities;
periodic interruptions to exploration, development and mining
activities; environmental hazards and liability; industrial
accidents; failure of processing and mining equipment to perform as
expected; labor disputes; supply problems; uncertainty of
production and cost estimates; the interpretation of drill results
and the estimation of mineral resources and reserves; changes in
project parameters as plans continue to be refined; ore reserves,
grade of mineralization or recovery rates may differ from what is
indicated and the difference may be material; legal and regulatory
proceedings and community actions; the outcome of the litigation
with the Company’s prior contractor; accidents; title matters;
regulatory restrictions; increased costs and physical risks
relating to climate change, including extreme weather events, and
new or revised regulations relating to climate change; permitting
and licensing; volatility of the market price of the Common Shares;
insurance; competition; hedging activities; currency fluctuations;
loss of key employees; other risks of the mining industry as well
as those factors discussed in the section entitled "Risk Factors”
in the Company’s Annual Information Form dated March 29, 2019.
Should one or more of these risks and uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may
vary materially from those described in forward-looking statements
or information.
The Company provides no assurance that
forward-looking statements or information will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements or
information. Accordingly, readers should not place undue reliance
on forward-looking statements or information.
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