VANCOUVER, Feb. 14, 2018 /PRNewswire/ - Capstone Mining
Corp. ("Capstone" or the "Company") (TSX: CS) has entered into a
definitive share purchase agreement (the "Agreement") pursuant to
which it has agreed to sell its Minto Mine to Pembridge Resources
plc ("Pembridge") (LON: PERE) (the "Transaction"). Under the terms
of the Agreement, Capstone will receive US$37.5 million in cash, plus working capital
adjustments, and common shares representing 9.9% of the issued and
outstanding shares of Pembridge upon completion of the
Transaction.
"The divestiture of Minto will
allow us to focus our resources on opportunities that will have a
more meaningful impact on the long-term growth of the company,"
said Darren Pylot, President and
Chief Executive Officer of Capstone. "This agreement is consistent
with our continuing efforts to deliver shareholder value by
focusing on our core assets and allows us to further strengthen our
balance sheet. Minto has been an
important part of the development of Capstone and we are optimistic
for the future of Minto under
Pembridge's stewardship."
The Transaction is subject to closing conditions, including the
requirement for Pembridge to post the required financial security
with respect to the closure bonding requirements at Minto. Capstone has agreed, for a period of
one year post-closing, to retain one-third (approximately
Cdn$24 million) of the existing
surety bond if requested by Pembridge, after which time Capstone
will have no further obligation with respect to the closure of the
Minto Mine.
The Transaction is expected to close in the second quarter of
2018. Capstone intends to use net proceeds from the sale primarily
to reduce outstanding borrowings under its revolving credit
facility.
About Capstone Mining Corp.
Capstone Mining Corp. is a Canadian base metals mining company,
focused on copper. We are committed to the responsible development
of our assets and the environments in which we operate. Our three
producing mines are the Pinto Valley copper mine located in
Arizona, US, the Cozamin
polymetallic mine in Zacatecas State, Mexico and the Minto copper mine in Yukon, Canada. In addition, Capstone has the
large scale 70% owned copper-iron Santo
Domingo development project in Region III, Chile, in partnership with Korea Resources
Corporation, as well as exploration properties in Chile. Capstone's strategy is to focus on the
optimization of operations and assets in politically stable,
mining-friendly regions, centred in the Americas. Our headquarters
are in Vancouver, Canada and we
are listed on the Toronto Stock Exchange (TSX). Further information
is available at www.capstonemining.com.
Cautionary Note Regarding Forward-Looking Information
This document may contain "forward-looking information" within the
meaning of Canadian securities legislation and "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 (collectively,
"forward-looking statements"). These forward-looking statements are
made as of the date of this document and Capstone does not intend,
and does not assume any obligation, to update these forward-looking
statements, except as required under applicable securities
legislation.
Forward-looking statements relate to future events or future
performance and reflect our expectations or beliefs regarding
future events. Forward-looking statements include, but are not
limited to, statements with respect to the ability of Pembridge to
raise the necessary financing to complete the Transaction, the
completion of the closing conditions, the Company's use of proceeds
for the sale and Capstone's ability to find and transact on
alternate opportunities. In certain cases, forward-looking
statements can be identified by the use of words such as "plans",
"expects", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates", "believes" 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" or the negative of these terms or comparable terminology.
In this document certain forward-looking statements are identified
by words including "subject", "expected" and "intend". By their
very nature, forward-looking statements involve known and unknown
risks, uncertainties and other factors that may cause our actual
results, performance or achievements to be materially different
from any future results, performance or achievements expressed or
implied by the forward-looking statements. Such factors include,
amongst others, risks related to inherent hazards associated with
mining projects, future prices of copper and other metals, changes
in general economic conditions, and other risks of the mining
industry as well as those factors detailed from time to time in the
Company's interim and annual financial statements and management's
discussion and analysis of those statements, all of which are filed
and available for review under the Company's profile on SEDAR at
www.sedar.com. Although the Company has attempted to identify
important factors that could cause our actual results, performance
or achievements to differ materially from those described in our
forward-looking statements, there may be other factors that cause
our results, performance or achievements not to be as anticipated,
estimated or intended. There can be no assurance that our
forward-looking statements will prove to be accurate, as our actual
results, performance or achievements could differ materially from
those anticipated in such statements. Accordingly, readers should
not place undue reliance on our forward-looking statements.
SOURCE Capstone Mining Corp.