This news release constitutes a "designated news release" for
the purposes of Nomad's prospectus supplement dated
June 22, 2021, to its short form base shelf prospectus
dated September 30, 2020
MONTREAL, Oct. 29, 2021 /CNW Telbec/ - Nomad Royalty
Company Ltd. ("Nomad" or the "Company") (TSX : NSR)
(NYSE: NSR) is pleased to announce that it has entered into a gold
purchase agreement ("Gold Stream") with a subsidiary of
Orion Mine Finance ("Orion" or "Seller") with respect
to its 40% interest in the Greenstone Gold Mines LP ("GGM"),
which is the owner and operator of the Greenstone Gold Project
located in Ontario, Canada (the
"Greenstone Project"). Nomad will make up-front cash
payments totalling $95 million for
5.938% of gold production attributed to Orion's 40% interest in GGM
until 120,333 ounces have been delivered, and 3.958% thereafter. As
part of the Gold Stream, Nomad has made a long-term commitment to
funding mine-level environmental, social and governance
("ESG") programs by agreeing to make payments to GGM equal
to $30 per ounce of gold delivered to
Nomad. For further clarity, the Gold Stream does not encumber
Equinox Gold Corp's 60% interest in GGM or the Greenstone Project.
All figures quoted herein are in United
States dollars unless otherwise indicated.
"The addition of the Greenstone Gold Stream strengthens our
portfolio and adds near-term production from a fully permitted
project located in Ontario, a
premier mining jurisdiction," commented Vincent Metcalfe, Nomad's CEO. "This transaction
is consistent with Nomad's strategy of building a cash flow focused
precious metals royalty and stream portfolio."
"We are very pleased to partner with Orion on its portion of the
Greenstone Project. Through the Gold Stream, Nomad is excited and
proud to make a life-of-mine financial commitment to support GGM's
environment and community-based programs," further commented
Joseph de la Plante, Nomad's
CIO.
TRANSACTION HIGHLIGHTS (Shown on a 100% basis, of which
Orion owns 40%)
- Highlights Nomad's expertise and ability to execute
high-quality streaming transactions
- Demonstrates Nomad's commitment to supporting ESG initiatives
through a life-of-mine financial commitment to GGM to support
mine-level environment and community-based programs
- Adds a Tier 1 gold stream on a top-tier mine to Nomad's
portfolio
-
- One of Canada's largest gold
mines with 5.54 million ounces in proven and probable mineral
reserves grading 1.27 grams per tonne gold1
- Conventional large-scale open-pit operation1
- Ontario, Canada is one of the
world's best mining jurisdictions
- 5.05 million ounces life-of-mine gold1 on at average
all-in-sustaining costs of $618 per
ounce2
-
- More than 400,000 ounces average annual gold production for the
first five years1
- More than 360,000 ounces average annual gold production over
the life of mine1
- Furthers Nomad's strategy of investing in near-term
production
-
- Project is fully permitted and full-scale construction is
underway1
- First gold pour targeted for H1 20241
- Significant underground and near-mine exploration upside
potential1
____________________________
|
1
Sources: Press release of Equinox Gold Corp. dated October 27,
2021, a copy of which is available on Equinox Gold Corp's profile
on SEDAR at www.sedar.com.
|
2 Sources
: Management's discussion and analysis of Equinox Gold Corp. for
the three and six months ended June 30, 2021, a copy of which is
available on Equinox Gold Corp's profile on SEDAR at
www.sedar.com.
|
TERMS OF THE AGREEMENT
- Advance Deposit: Nomad to fund an advance deposit of
$95 million to Orion, of which
$13.3 million is expected to be
advanced in Q4 2021 (the "First Deposit") and $81.7 million is expected to be advanced no later
than June 30, 2023 (the "Second
Deposit"). Funding of the First Deposit is conditional upon,
among other things, (i) Orion and the other partners of GGM
entering into a second amended and restated limited partnership
agreement of GGM on or before November 30,
2021; (ii) Orion entering into a senior credit facility on
or before November 30, 2021; (iii) a
formal construction decision has been made with respect to the
Greenstone Project; and (iv) the first drawdown by Orion under it
senior credit facility. Funding of the Second Deposit by Nomad
shall be conditional upon, among other things, a second drawdown by
Orion under its senior credit facility
- Gold Stream: Under the Gold Stream, Nomad will be
entitled to delivery of 5.938% of gold production attributed to
Orion's 40% interest until 120,333 ounces of gold have been
delivered, and 3.958% thereafter
- Cash Payment: Nomad will pay the Seller an ongoing
payment, at the time of each delivery, equal to 20% of the spot
gold price for each ounce of refined gold delivered under the Gold
Stream
- ESG Financial Commitment: Life-of-mine financial
commitment to make ongoing cash payments to GGM equal to
$30 per ounce of gold delivered under
the Gold Stream to support ESG programs implemented by GGM at the
Greenstone Project
- Exploration Upside: The Gold Stream on Orion's 40%
interest applies to all mining claims, mining leases and other
similar mining rights currently comprising the Greenstone Project,
including the Hardrock, Brookbank, Key Lake and Kailey deposits and
will also apply to potential future upside at the existing
orebodies and prospective targets that may be acquired in the
future within the Gold Stream area of interest
ESG
Nomad is dedicated to promoting responsible mining
practices and supporting the communities where we live and operate.
By joining the United Nations Global Compact on December 15, 2020, Nomad committed to voluntarily
aligning its operations and strategy with the ten universally
accepted principles in the areas of human rights, labour,
environment and anti-corruption. Nomad strives to be a leader
in ESG by investing in both direct and indirect sustainable
development initiatives, aligned with the Sustainable Development
Goals important to our business. As such Nomad plans to focus on
Quality Education; Gender Equality; Clean Water and Sanitation; and
Climate Action.
The life-of-mine financial commitment by Nomad to make cash
payments to GGM equal to $30 per
ounce of gold delivered under the Gold Stream to support ESG
programs implemented by GGM at the Greenstone Project further
demonstrates our commitment to corporate sustainability. The
future environment and community-based programs will directly
benefit and impact all Greenstone Project stakeholders.
The Stream Agreement may be terminated prior to the closing of
the First Deposit (i) by mutual consent of Nomad and Orion, (ii) by
either Nomad or Orion if the First Deposit does not close by
December 31, 2021 and (iii) by either
Nomad or Orion if the amended and restated limited partnership
agreement or the Orion senior credit facility is not entered into
by November 30, 2021.
A formal construction decision has not been made by the partners
of GGM and is subject to receiving consent of Equinox Gold
Corp's lenders and the closing of financing by Orion, both of
which are expected within the next several weeks.
RELATED PARTY TRANSACTION
Affiliates of Orion
beneficially own or control approximately 70% of the outstanding
common shares of Nomad and, as such, Orion is considered a "related
party" and an "insider" of Nomad for the purposes of applicable
securities laws and stock exchange rules. The Gold Stream
transaction may be considered a "related party transaction" between
Nomad, Orion and their respective affiliates for the purposes of
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). Nomad is
relying on exemptions from the formal valuation and minority
approval requirements otherwise mandated by MI 61-101, since at the
time the Gold Stream transaction was agreed to, neither the fair
market value of the subject matter of, nor the fair market value of
the consideration for, the Gold Stream transaction, insofar as it
involves interested parties, exceeded 25 per cent of Nomad's market
capitalization.
ABOUT GREENSTONE GOLD MINES
The Greenstone Project is
a 60/40 partnership between Equinox Gold Corp. and Orion Mine
Finance for the joint ownership and development of the Greenstone
Project, including the Kenogamisis, Brookbank and Viper
Properties.
GGM is advancing plans to construct and operate an open-pit gold
mine, processing plant and ancillary facilities, collectively known
as the Greenstone Gold project. The property is located
approximately 275 kilometers northeast of the city of Thunder Bay, Ontario and approximately four
kilometers south of the town of Geraldton, Ontario.
GGM proposes to mine the Hardrock deposit as a 27,000
tonnes-per-day open-pit mine with an initial mine life of 14
years1.
QUALIFIED PERSON
Vincent
Cardin-Tremblay, P. Geo., Vice President, Geology of Nomad
is the "Qualified Person" as defined in NI 43-101 who has reviewed
and approved the technical content of this news release.
CONTACT INFORMATION
For more information about Nomad
Royalty Company, please visit our website at www.nomadroyalty.com
or email us:
ABOUT NOMAD
Nomad Royalty Company Ltd. is a gold &
silver royalty company that purchases rights to a percentage of the
gold or silver produced from a mine, for the life of the mine.
Nomad owns a portfolio of 15 royalty and stream assets, of which 8
are on currently producing mines. Nomad plans to grow and diversify
its low-cost production profile through the acquisition of
additional producing and near-term producing gold & silver
streams and royalties. For more information please visit:
www.nomadroyalty.com.
Nomad Royalty Company Ltd.
500-1275 ave. des Canadiens-de-Montréal
Montreal, Québec H3B 0G4
nomadroyalty.com
Forward-looking statements
Certain statements contained in this press release may be deemed
"forward-looking statements". All statements in this release, other
than statements of historical fact, that address events or
developments that Nomad expects to occur, are forward looking
statements. Forward looking statements are statements that are not
historical facts and are generally, but not always, identified by
the words "expects", "plans", "anticipates", "believes", "intends",
"estimates", "projects", "potential", "scheduled" and similar
expressions, or that events or conditions "will", "would", "may",
"could" or "should" occur including, without limitation, the
satisfaction of all conditions precedent for funding the First
Deposit and Second Deposit under the Gold Stream and the
realization of the anticipated benefits of this transaction.
Although Nomad believes the expectations expressed in such
forward-looking statements are based on reasonable assumptions,
such statements are not guarantees of future performance and actual
results may differ materially from those in forward looking
statements. Factors that could cause the actual results to differ
materially from those in forward-looking statements include, the
impossibility to proceed with the closing of the First Deposit
and/or Second Deposit, fluctuations in the prices of the primary
commodities that drive royalty and stream revenue, Nomad's royalty
and stream interests, access to skilled consultants, results of
mining operations, exploration and development activities for
properties with respect to which Nomad holds a royalty or stream,
uninsured risks, regulatory changes, defects in title, availability
of personnel, materials and equipment, timeliness of government or
court approvals, actual performance of facilities, equipment and
processes relative to specifications and expectations,
unanticipated environmental impacts on operations, market prices,
continued availability of capital and financing, general economic,
market and business conditions, risks relating to the Gold Stream
and its completion; and the absence of any other factors that could
cause actions, events or results to differ from those anticipated,
estimated or intended. Nomad cautions that the foregoing list of
important factors is not exhaustive. Investors and others who base
themselves on the forward-looking statements contained herein
should carefully consider the above factors as well as the
uncertainties they represent and the risks they entail. Nomad
believes that the expectations reflected in those forward-looking
statements are reasonable, but no assurance can be given that these
expectations will prove to be correct and such forward-looking
statements included in this press release should not be unduly
relied upon. These statements speak only as of the date of this
press release. Nomad undertakes no obligation to publicly update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, other than as required by
applicable law.
SOURCE Nomad Royalty Company Ltd.