Nevada Copper Corp. (TSX: NCU) (OTC:
NEVDF) (FSE: ZYTA) (“
Nevada Copper” or
the “
Company”) is pleased to announce that it has
completed its previously announced public offering of units of the
Company (the “
Units”), which included the partial
exercise of the over-allotment option (the “
Over-Allotment
Option”) by a syndicate of underwriters that included
Scotiabank, Jett Capital LLC, RBC Capital Markets, Haywood
Securities Inc. and Research Capital Corporation. As announced on
November 11, 2021, the public offering (the
“
Offering”) was upsized due to strong demand,
including from new and existing institutional investors and mining
sector corporates.
The Company issued an aggregate of 162,644,300
Units and 2,000,000 Warrants (as defined below), including
14,544,300 Units and 2,000,000 Warrants pursuant to the partial
exercise of the Over-Allotment Option, at a price of C$0.77 per
Unit (the “Offering Price”) and C$0.08 per
Warrant, for aggregate gross proceeds of approximately C$125.4
million. Each Unit consists of one common share of the Company
(each a “Common Share”) and one-half of one Common
Share purchase warrant (each full warrant, a
“Warrant”). Each Warrant is exercisable for one
Common Share (each a “Warrant Share”) at a price
of C$1.00 per Warrant Share until May 29, 2023.
The proceeds of the Offering will be sufficient
to satisfy the condition to the effectiveness of the previously
announced amendments to the Company’s amended and restated credit
facility with its senior project lender, KfW-IPEX Bank (the
“KfW Facility”), for a significant deferral and
extension of its debt facilities. See the Company’s October 12,
2021 news release for additional details on the amendments to the
KfW Facility.
In connection with the closing of the Offering,
the Company’s largest shareholder, Pala Investments Limited
(“Pala”), has maintained its current shareholding
percentage in the Company by completing the purchase, on a private
placement basis, of 98,104,584 Units, at the Offering Price in the
aggregate amount of approximately C$75.5 million (the
“Concurrent Private Placement”). The consideration
for the Concurrent Private Placement was the full repayment of the
promissory note entered into between the Company and Pala on June
10, 2021, as amended and restated, and the partial repayment of
debt owing by the Company to Pala under the credit facility entered
into between the Company and Pala on February 3, 2021 (the
“Credit Facility”).
As previously announced, in connection with the
Offering and the Concurrent Private Placement, Pala and the Company
have agreed to amend and restate the Credit Facility on the terms
set forth in the binding term sheet entered into between the
Company and Pala on November 10, 2021 (the “Amended Credit
Facility”). The Amended Credit Facility will have a
principal amount of approximately US$32 million and an extended
maturity date to January 31, 2026. The Amended Credit Facility will
contain an accordion feature allowing the Company to draw up to an
additional US$15 million under the Amended Credit Facility, subject
to the agreement of Pala and the prior acceptance by the Toronto
Stock Exchange (the “TSX”). The Company expects to
enter into the Amended Credit Facility on or about November 30,
2021. In connection with entering into the Amended Credit Facility,
the Company will issue 15,000,000 Common Share purchase warrants
(the “Credit Facility Warrants”) to Pala. Each
Credit Facility Warrant will entitle Pala to purchase, on or before
January 31, 2026, one Common Share at an exercise price equal to a
25% premium to the 5-day volume weighted average price of the
Common Shares as of the trading day immediately prior to the
entering into of the Amended Credit Facility. Pursuant to the
requirements of the TSX, the approval of disinterested shareholders
of the Company will be required to be obtained before the Credit
Facility Warrants become exercisable.
This news release does not constitute an offer
to sell or a solicitation of an offer to sell any of securities in
the United States. The securities have not been and will not be
registered under the U.S. Securities Act or any state securities
laws and may not be offered or sold within the United States or to
U.S. Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
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 (the “Underground
Mine”) and processing facility, which is now in the
production stage, and a large-scale open pit project, which is
advancing towards feasibility status.
NEVADA COPPER
CORP.www.nevadacopper.com
Randy Buffington, President and
CEO
For further information
contact:Rich Matthews, Investor RelationsIntegrous
Communicationsrmatthews@integcom.us+1 604 757 7179
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 entering into of the
Amended Credit Facility and the timing in respect thereof, and the
issuance and approval of the Credit Facility Warrants.
Forward-looking statements and information
include statements regarding the expectations and beliefs of
management. 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 should not be read as
guarantees of future performance and results. They are subject to
known and unknown risks, uncertainties and other factors which may
cause the actual results and events to be materially different from
any future results, performance or achievements expressed or
implied by such forward-looking statements or information.
Such risks and uncertainties include, without
limitation, those relating to: the ability of the Company to
complete the ramp-up of the Underground Mine within the expected
cost estimates and timeframe; requirements for additional capital
and no assurance can be given regarding the availability thereof;
the impact of the COVID-19 pandemic on the business and operations
of the Company; the state of financial markets; history of losses;
dilution; adverse events relating to milling operations,
construction, development and ramp-up, including the ability of the
Company to address underground development and process plant
issues; failure to enter into the Amended Credit Facility; ground
conditions; cost overruns relating to development, construction and
ramp-up of the Underground Mine; loss of material properties;
interest rates increase; global economy; limited history of
production; future metals price fluctuations; 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;
possible variations in ore reserves, grade of mineralization or
recovery rates from management’s expectations and the difference
may be material; legal and regulatory proceedings and community
actions; accidents; title matters; regulatory approvals and
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 Company’s
securities; insurance; competition; hedging activities; currency
fluctuations; loss of key employees; other risks of the mining
industry as well as those risks discussed in the Company’s
Management’s Discussion and Analysis in respect of the year ended
December 31, 2020 and in the section entitled “Risk Factors” in the
Company’s Annual Information Form dated March 18, 2021. Should one
or more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary
materially from those described in forward-looking statements or
information. The forward-looking information or statements are
stated as of the date hereof. Nevada Copper disclaims any intent or
obligation to update forward-looking statements or information
except as required by law. Readers are referred to the additional
information regarding Nevada Copper’s business contained in Nevada
Copper’s reports filed with the securities regulatory authorities
in Canada. 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 could cause actions,
events or results not to be as anticipated, estimated or intended.
For more information on Nevada Copper and the risks and challenges
of its business, investors should review Nevada Copper’s filings
that are available at www.sedar.com.
Nevada Copper provides no assurance that
forward-looking statements and 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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