YERINGTON, Nev., May 16, 2023 (GLOBE NEWSWIRE) — Nevada Copper Corp. (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) is pleased to provide additional details on the previously announced award of a 66,000-foot underground lateral development contract with US-based Small Mine Development, LLC (“SMD”). SMD began mobilization activities on May 10, 2023.
Randy Buffington, President & CEO, commented, “We are very pleased to award this contract to SMD, who have a strong reputation for safe and productive development in Nevada hard rock mines. Partnering with SMD is an effective way to ensure we have the ore stopes available to achieve and maintain our planned steady state production rate of approximately 5,000 tons per day.”
Key Components of Development Contract
66,000 feet of lateral capital development over a 24-month contract period;
Delivery of fully developed ore stopes in 2023 to restart and maintain nameplate milling operations (approximately 5,000 tpd); and
Unit rate agreement for development and associated services to align SMD and Nevada Copper for success on this key restart deliverable.
Nevada Copper will self-perform stope mining in addition to managing ore and waste handling and underground stope ground support services, allowing each group to focus within their specific expertise.
Development and Capital Projects Progress
We have either substantially completed or well advanced various debottlenecking projects that were previously defined as key for a successful ramp-up to steady state, including:
Construction of the vent shaft is complete, and the surface fans have been commissioned.
Ore pass 2 rehabilitation is complete, increasing materials handling flexibility and decreasing material re-handle.
Vertical excavation of the coarse ore bin is complete, and excavation of the conveyor drift is in progress.
Underground electrical infrastructure is in place to support the development contractor’s ventilation requirements.
A key ventilation raise in the 2798 level is in progress and expected to be completed by the end of May 2023. This ventilation raise is critical to providing air circulation to all active areas of the mine.
Installation of the monorail is complete for the underground dewatering system (Geho project).
Ongoing lateral development is well advanced beyond the first and second dike crossings into the EN Zone and continues to demonstrate competent ground conditions, as anticipated by the model.
Non-critical path third dike crossing continues to be advanced with completion planned in Q2 2023.
About SMD SMD is a US-based and well-respected underground development contractor with significant experience in underground mining in the United States, and particularly in Nevada. With approximately 650 employees in the United States and a full complement of available mining equipment, SMD is well positioned to support Nevada Copper’s underground development goals.
Qualified Persons The technical information and data in this news release has been reviewed by Steven Newman, Registered Member – SME, Vice President, Technical Services for Nevada Copper, and Greg French, C.P.G., VP Exploration of Nevada Copper, who are non-independent Qualified Persons within the meaning of NI 43-101.
About Nevada Copper
Nevada Copper (TSX: NCU) is the owner of the Pumpkin Hollow copper project located in Nevada, USA with 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 undergoing a restart of operations, and a large-scale permitted open pit PFS stage project.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
Cautionary Language on Forward Looking Statements This news release contains “forward-looking information” and “forward-looking statements” 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 completion of planned development activities at the Underground Mine.
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”, “budgeted”, “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 restart and ramp-up of the Underground Mine within the expected cost estimates and timeframe; the impact of COVID-19 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 restart and ramp-up, including the ability of the Company to address underground development and process plant issues; ground conditions; cost overruns relating to development, construction restart and ramp-up of the Underground Mine; loss of material properties; interest rate increases; 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; dependence on management information systems and cyber security risks; 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, 2022 and in the section entitled “Risk Factors” in the Company’s Annual Information Form dated March 20, 2023. The forward-looking statements and information contained in this news release are based upon assumptions management believes to be reasonable, including, without limitation: no adverse developments in respect of the property or operations at the project; no material changes to applicable laws; the restart and ramp-up of operations at the Underground Mine in accordance with management’s plans and expectations; no material adverse impacts from COVID-19 going forward; the Company will be able to obtain sufficient additional funding, if required, to complete the restart and ramp-up of the Underground Mine, no material adverse change to the price of copper from current levels; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.
The forward-looking information and statements are stated as of the date hereof. The Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. 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 information and statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. Specific reference is made to “Risks and Uncertainties” in the Company’s Management’s Discussion and Analysis in respect of the year ended December 31, 2022 and “Risk Factors” in the Company’s Annual Information Form dated March 20, 2023, for a discussion of factors that may affect forward-looking statements and information. Should one or more of these risks or uncertainties materialize, should other risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results and events may vary materially from those described in forward-looking statements and information. For more information on the Company and the risks and challenges of its business, investors should review the Company’s filings that are available at www.sedar.com.
The Company 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.
Geho Pumping Station – Monorail Installed
Monorail Installed
Ore Pass 2 Completed
Ore Pass 2 Completion
Vent Shaft Completion
Completion of construction of the vent shaft.
Coarse Ore Bin Conveyor Drift Excavation
Conveyor Drift Excavation
Coarse Ore Bin Vertical Excavation
Vertical Excavation
Photos accompanying this announcement are available at:
YERINGTON, Nev., May 11, 2023 (GLOBE NEWSWIRE) — Nevada Copper (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) today announced that it has filed its consolidated interim financial statements and management’s discussion and analysis (“MD&A”) for the quarter ended March 31, 2023. These filings can be found on the Company’s website at www.nevadacopper.com and the Company’s SEDAR profile at www.sedar.com.
About Nevada Copper
Nevada Copper (TSX: NCU) is the owner of the Pumpkin Hollow copper project located in Nevada, USA with 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 undergoing a restart of operations, and a large-scale open pit PFS stage project.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
ALL FIGURES BELOW EXPRESSED IN U.S. DOLLARS UNLESS OTHERWISE NOTED
Up to $70 million of restart and ramp-up financing supported by significant shareholders:
$35 million bought deal public equity offering of Units with subscription commitments from Pala Investments Limited (“Pala”) and Mercuria Energy Holdings (Singapore) Pte. Ltd. (“Mercuria”)
$10 million available under the existing senior credit facility; Nevada Copper to seek lender consent for a further $10 million expansion to the senior credit facility
Up to $10 million of new loan proceeds from Pala
$5 million cash proceeds from warrant exercise by Mercuria
Up to an additional $45 million of funding to support the ramp-up of the Underground Mine:
$25 million funding facility from Pala and Mercuria, accessible at Nevada Copper’s option
Up to $15 million of stream deliveries financed through Triple Flag Precious Metals Corp. (“Triple Flag”) commitments under the senior credit facility, at the election of Nevada Copper
$5 million copper option to Mercuria
Equitization of $82 million of debt:
Retirement of all currently outstanding Pala debt under its credit facility with the Company via exercise of warrants held by Pala
Key Benefits of Transaction include:
Provides funding towards nameplate production capacity for the Underground Mine (as defined below) by the end of 2023
Exercise of Pala warrants strengthens balance sheet through $82 million reduction in debt
Demonstrates key shareholder support and confidence in the Underground Mine and other opportunities across the Pumpkin Hollow land holdings
Allows immediate mobilization of leading US underground mining contractor, Small Mine Development, LLC (“SMD”)
YERINGTON, Nev., May 09, 2023 (GLOBE NEWSWIRE) — Nevada Copper Corp. (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) is pleased to announce a financing package providing up to $115 million to advance the ramp-up of the Company’s Pumpkin Hollow underground mine (the “Underground Mine”), with the goal of achieving nameplate production capacity of 5,000 tons per day by the end of 2023.
Randy Buffington, President & CEO, commented, “We continue to make excellent progress on our capital and development projects in preparation for restart of mining in the second half of 2023. With significant progress delivered across capital projects, drilling and mine development, in addition to the mobilization of SMD as the underground mining contractor, we are moving swiftly to complete the ramp-up of the Underground Mine. With significant copper mineral reserves and resources and once operating at nameplate capacity, the Underground Mine will support the global drive towards electrification and a renewable energy future. This financing positions us to advance our ramp-up of the Underground Mine and meet our goal of achieving steady state operations by the end of 2023.”
The Company has entered into an agreement with Scotia Capital Inc. (“Scotiabank”), on behalf of a syndicate of underwriters (collectively, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase on a bought deal basis 173,705,000 units of the Company (the “Units”) at a price of C$0.27 per Unit (the “Offering Price”) for aggregate gross proceeds of approximately C$47 million (the “Offering”).
Each Unit will consist 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” and collectively the “Warrants”). Each Warrant will be exercisable for one Common Share (each a “Warrant Share”) at a price of C$0.34 per Warrant Share at any time for a period of 16 months following closing of the Offering.
The Company has granted the Underwriters an option, exercisable in whole or in part, at the sole discretion of the Underwriters, at any time for a period of 30 days from and including the closing of the Offering, to purchase from the Company up to an additional 15% of the Units sold under the Offering, on the same terms and conditions of the Offering to cover over-allotments, if any, and for market stabilization purposes (the “Over-Allotment Option”). The Over-Allotment Option may be exercised by the Underwriters to purchase additional Units, Common Shares, Warrants or any combination thereof. In the event the Over-Allotment Option is exercised in full, the aggregate gross proceeds of the Offering to the Company will be approximately C$54 million.
The Units will be offered by way of a short form prospectus to be filed in all provinces of Canada, except Quebec. The Offering is expected to close on or about May 30, 2023, subject to the receipt of all necessary regulatory and stock exchange approvals, including the approval of the Toronto Stock Exchange (the “TSX”) and applicable securities regulatory authorities.
The Company intends to use the net proceeds of the Offering and those contemplated under the Financing Agreement (as defined below) to continue funding the restart and ramp-up of the Company’s Pumpkin Hollow Underground Mine and for general corporate purposes, including working capital.
Pala, the Company’s largest shareholder, has agreed to purchase an aggregate of C$33.5 million of Units under the Offering (the “Pala Subscription Commitment”). If sufficient funds are raised in the Offering from third-party investors (other than Pala and Mercuria), Pala will not subscribe for its maximum Subscription Commitment, and may not subscribe for any Units if aggregate gross proceeds of C$40.2 million in the Offering are otherwise raised from such other third-party investors.
Mercuria, another significant shareholder of the Company, has agreed to subscribe for an aggregate of C$6.7 million of Units under the Offering (and together with the Pala Subscription Commitment, the “Subscription Commitments”) on the terms and conditions of the Offering.
Additionally, on May 9, 2023, the Company entered into a binding financing package agreement with Pala, Mercuria and TF R&S Canada Ltd., an affiliate of Triple Flag, the Company’s stream and royalty financing partner (the “Financing Agreement”), with respect to the transactions described below.
Warrant Exercises
In conjunction with the Offering, Pala has committed to the Company that it will exercise all of the Common Share purchase warrants (the “Pala Warrant Exercise”) that it has been issued in connection with the amendment and restatement of the credit facility (the “Credit Facility”) between the Company and Pala, entered into in October 2022 as part of the Company’s October 2022 financing (the “Pala Warrants”). Concurrent with closing of the Offering, Pala will exercise such maximum number of Pala Warrants such that, after giving effect to the Offering (including any subscription by Pala under the Subscription Commitment), Pala’s ownership interest in the Company will be 49.99% (the “Initial Pala Exercise”). The exercise price in respect of the Pala Warrant Exercise will be paid through the extinguishment of debt under the Credit Facility. Promptly following closing of the Offering (including the Initial Pala Exercise), Pala and the Company intend to submit customary filings to applicable U.S. governmental authorities pursuant to the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976 to permit Pala to exceed a 49.99% ownership interest in the Company (the “HSR Filings”). Following submission of the HSR Filings, an approximate 30-day regulatory review period will commence. Pala has committed to exercise the balance of the remaining outstanding Pala Warrants (the “Subsequent Pala Exercise”) promptly following expiry of the review period or clearance by the applicable regulatory authorities, whichever occurs earliest (the “HSR Clearance”). Upon the completion of the Subsequent Pala Exercise, all amounts outstanding under the Credit Facility will be deemed fully repaid. This will result in the approximately $82 million currently outstanding principal amount and accrued interest under the Credit Facility being repaid.
Additionally, in conjunction with the Offering, Mercuria has agreed to exercise $5 million of the Common Share purchase warrants that it was issued in connection with the Company’s October 2022 financing (collectively, the “Mercuria Warrant Exercise”, and together with the Pala Warrant Exercise, the “Warrant Exercises”).
Upon the completion of the Warrant Exercises and after giving effect to the Offering (assuming there is no exercise of the Over-Allotment Option and no other issuances of Common Shares), Pala’s ownership interest in the Company on a non-diluted basis would increase from approximately 43% to approximately 64% (assuming Pala is required to fund its full Subscription Commitment in the Offering and receipt of applicable regulatory clearance) and Mercuria’s ownership interest in the Company on a non-diluted basis would decrease from approximately 24% to approximately 17%.
Additional $10 Million Committed under the KfW Facility Extension Tranche; Seeking further $10 million Expansion under the KfW Facility
On October 28, 2022, a new tranche of up to $25 million (the “Extension Tranche”) was added to the Company’s senior credit facility (the “KfW Facility”) with KfW IPEX-Bank GmbH (“KfW”), of which Pala, Mercuria, and Triple Flag committed, in aggregate, the first $15 million, which has since been drawn by the Company. Pursuant to the Financing Agreement, Pala, Mercuria and Triple Flag commit to provide the remaining $10 million undrawn amount under the Extension Tranche, with Pala, Mercuria and Triple Flag committing to each provide $3.33 million of the Extension Tranche (the “Extension Funding”), in accordance with the terms and conditions of the Extension Tranche.
Pursuant to the Financing Agreement, the Company, Pala, Mercuria and Triple Flag have agreed to support the expansion of the Extension Tranche by $10 million, to an aggregate amount of $35 million. Such extension is subject to the approval of KfW and the Company’s other lenders. If such approval is obtained, each of Pala, Mercuria and Triple Flag would provide $3.33 million of such extended tranche and any draws under such extension would be made in accordance with the terms and conditions of the KfW Facility.
Deliveries under Stream Agreement Temporarily Financed through Extension Tranche
The Company and Triple Flag have agreed that certain metal deliveries that become due to Triple Flag under the Company’s stream agreement with Triple Flag will be financed through loans or advances committed by Triple Flag under the Extension Tranche (subject to refreshed draw room becoming available thereunder) up to a maximum of $15 million for 2023, and, subject to certain conditions, for 2024.
Deferred Funding Agreement
Upon the closing of the Offering, Pala and Mercuria have agreed to enter into a deferred funding agreement in favour of the Company (the “Deferred Funding Agreement”), pursuant to which Pala and Mercuria will provide up to $15 million and $10 million, respectively, subject to certain conditions, to be drawn pro rata by the Company, if required, until June 30, 2024. To the extent that the gross proceeds of the Offering, including any exercise of the Over-Allotment Option, exceeds $39.5 million, the $25 million deferred funding amount will be reduced, pro rata, on a dollar-for-dollar basis. These funds, if required, will be advanced in exchange for Common Shares, convertible and/or non-convertible debt of the Company.
The closing of the Offering is conditional on the execution of the Deferred Funding Agreement, as well as the completion of the Initial Pala Exercise, the Mercuria Warrant Exercise and the Extension Funding.
Pala has also agreed to provide $10 million in debt funding to the Company (some of which has already been advanced).
Consistent with the Company’s stated plans and prior disclosure, the Company has retained SMD as its underground lateral development contractor.
Mercuria Copper Option
Pursuant to the Financing Agreement, the Company has agreed to grant Mercuria an option to acquire, for an aggregate purchase price of $5 million, call options on a portion of the Company’s copper production on market terms to be agreed between the Company and Mercuria (the “Copper Option”). The Copper Option is subject to compliance with regulatory requirements (including any required approvals by the TSX), any required third-party consents (including the Company’s lenders, if required) and the approval by the independent directors of the Company.
Concord Extension
On April 27, 2023, the Company and Concord Resources Limited (“Concord”) agreed to extend the term of the Company’s working capital facility with Concord (the “Working Capital Facility”) for 36 months upon satisfaction of certain completion conditions, which would allow the Company to re-commence draws under the Working Capital Facility upon the resumption of concentrate deliveries to Concord.
Delisting Review
In connection with the Company’s October 2022 financing, the Company was granted a “financial hardship” exemption from the TSX requirements to obtain shareholder approval of certain components of the financing package. As a consequence, the TSX placed the Company under remedial delisting review, which is normal practice when a listed issuer seeks to rely on this exemption. The TSX has since confirmed that no remedial action is required by the Company in respect of the delisting review and that it satisfied the TSX’s applicable requirements for continued listing. As a result of the foregoing, the delisting review has now been lifted by the TSX.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any 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 the owner of the Pumpkin Hollow copper project located in Nevada, USA with substantial mineral reserves and resources including copper, gold and silver. Its two permitted projects include the higher-grade Underground Mine and processing facility, which is undergoing a restart of operations, and a large-scale open pit PFS stage project.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
Cautionary Language on Forward Looking Statements This news release contains “forward-looking information” and “forward-looking statements” 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 completion of the Offering and the timing thereof, the Subscription Commitments, the timing of the Warrant Exercises, the availability of the undrawn portion of the Extension Tranche, the execution of the Deferred Funding Agreement, the use of proceeds of the Offering and the Financing Agreement, regulatory matters relating to the HSR Clearance and the achievement of the nameplate capacity of the production at the Underground Mine and the timing thereof. There can be no assurance that the Offering or the Warrant Exercises or the other transactions referred to herein will be completed or that ramp-up of the Underground Mine and the achievement of nameplate production capacity will occur or will not cost more than expected and require the Company to raise additional financing. There can be no assurance that any such additional financing will be available on terms that are favourable to the Company or at all.
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 restart and ramp-up of the Underground Mine within the expected cost estimates and timeframe; the impact of COVID-19 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 restart and ramp-up, including the ability of the Company to address underground development and process plant issues; ground conditions; cost overruns relating to development, construction restart and ramp-up of the Underground Mine; loss of material properties; interest rate increases; 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; dependence on management information systems and cyber security risks; 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, 2022 and in the section entitled “Risk Factors” in the Company’s Annual Information Form dated March 20, 2023. The forward-looking statements and information contained in this news release are based upon assumptions management believes to be reasonable, including, without limitation: no adverse developments in respect of the property or operations at the project; no material changes to applicable laws; the restart and ramp-up of operations at the Underground Mine in accordance with management’s plans and expectations; no material adverse impacts from COVID-19 going forward; the Company will be able to obtain sufficient additional funding to complete the restart and ramp-up of the Underground Mine, no material adverse change to the price of copper from current levels; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.
The forward-looking information and statements are stated as of the date hereof. The Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. 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 information and statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. Specific reference is made to “Risks and Uncertainties” in the Company’s Management’s Discussion and Analysis in respect of the year ended December 31, 2022 and “Risk Factors” in the Company’s Annual Information Form dated March 20, 2023, for a discussion of factors that may affect forward-looking statements and information. Should one or more of these risks or uncertainties materialize, should other risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results and events may vary materially from those described in forward-looking statements and information. For more information on the Company and the risks and challenges of its business, investors should review the Company’s filings that are available at www.sedar.com.
The Company 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.
Capital Projects Construction Contract Awarded to Dumas Mining
YERINGTON, Nev., Feb. 13, 2023 (GLOBE NEWSWIRE) — Nevada Copper (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) is pleased to provide an update on restart and operational activities for its Pumpkin Hollow underground copper mine (the “Underground Mine”).
Randy Buffington, President & CEO of Nevada Copper, stated, “Our Pumpkin Hollow team is focused on advancing the restart project quickly and safely. We are building on the momentum of the recent achievements by the underground crews as they have progressed through the dike structure and are advancing into the EN Zone in anticipation of the underground development contractor arriving on site and commencing development. The technical and leadership teams are in place and committed to executing this restart plan. We are targeting a mill restart in the third quarter with a quick ramp up to nameplate capacity by the end of 2023.”
Production Restart Highlights
Clear line of site to full-scale production
Simple and low-risk pathway to full-scale production established, comprising:
Phase 1 Q4 2022 to Q1 2023: Finalize dike crossings to access EN Zone initial stoping area (complete), confirm all key technical hires for restart (complete), and award capital projects contract (complete).
Phase 2 Q2 2023: Prioritized development of higher-grade EN Zone stope area.
Phase 3 Q3 to Q4 2023: Restart of proven mill, with surface and underground ore feed developed and short ramp-up to nameplate capacity.
Phase 1 Restart Milestones Achieved
Development into the EN Zone has demonstrated that rock quality is consistent with our geotechnical model, which predicted competent ground within the EN Zone, and development is progressing at full round lengths and standard ground support.
Definition drilling and assaying of all initial EN Zone stopes planned for extraction in 2023 is complete representing approximately 210K tons of stope ore, providing significant visibility on quality and grade of ore feed.
Contract awarded for completion of capital projects to debottleneck restart of development and underground operations.
Development mining contract award well progressed.
All key technical positions in place, with substantially strengthened operational leadership team on-site.
Operations significantly de-risked
Completion of both critical dike headings, securing the Underground Mine with full access to the primary EN Zone stope area. The third dike crossing is progressing well and, while it is not required to meet 2023 operating objectives, is expected to be completed in the first half of 2023.
Building planned surface stockpile of approximately 150K tons of run-of-mine ore ahead of mill start-up provides substantial operating buffer for milling operations.
Debottlenecking capital projects front-ended to provide additional operating flexibility.
Further Details on Production Restart
Underground Development Proceeding as Planned
The Nevada Copper operations team continues to make rapid progress on all underground activities including mine development, hoisting, stope preparation, and underground projects.
The historically reported dike crossings that provide initial stope top and bottom access into the EN Zone were fully established and completed in December 2022, and development is progressing toward stoping areas. Both key development drives that have crossed the dike have encountered ground conditions at or better than expectation, confirming the geotechnical model that predicted higher quality rock. Definition drilling of the initial stopes to feed the restart of milling operations in Q3 2023 have been completed and assayed, and confirm rock quality, grade and geometry represented by the geologic and reserve models.
Underground Development Contractor Update
The Company has completed the bid process for the development mining contractor and is in the final stages of negotiations for a unit rate contract with an internationally recognized major mining services contractor.
Key components of the development contract include:
72,000 feet of lateral capital development over a 24-month contract period;
Delivery of full development stopes by Q3 2023 to provide sufficient faces and stopes to restart and maintain nameplate milling operations (approximately 5,000 tpd); and
Nevada Copper’s operating team will perform all stope mining starting in Q3 2023.
Critical Construction Projects Progressing
The Company awarded Dumas Contracting USA, Inc. (“Dumas”) a $12 million construction contract to complete critical capital projects including the coarse ore bin and installation of an underground jaw crusher, permanent dewatering system, vent shaft stripping and surface fans. Dumas is a leading full-service underground mining contractor providing mine construction, development, production mining, mine services and engineering early-stage projects through well-established operating mines throughout the Americas.
Vent Shaft – Final stripping of the vent shaft commenced in January in preparation for connection of the surface fans, which are expected to be commissioned in early Q2 2023. The stripping is planned to be completed ahead of development contractor mobilization and the vent shaft is expected to provide the necessary ventilation for the life of the mine.
Ore Handling System – The additional ore handling system allows for increased ore throughput rates to the shaft hoisting system, enabling operations to ultimately exceed nameplate production. Engineering for ore handling system has been completed, and all long-lead items are on-site including the jaw crusher. Excavation is underway and planning for the installation of the system has already commenced.
Dewatering System – The pumps for the permanent dewatering system are on site and ready for installation. Once installed, the additional pumps are expected to provide all dewatering requirements for the life of the mine.
Regional Exploration Opportunities
The Company has completed a thorough review of regional mapping for its Pumpkin Hollow land position and several high-quality targets of interest have been identified. Surface sampling results from the Copper Ridge area have indicated the high-grade potential, highlighted by grades including 5.03% and 5.43% copper (see table below for additional assay information) that warrant additional investigation. In 2023, detailed mapping, interpretation of recent geophysical analysis and surface sampling are planned to follow-up on other identified high-potential targets on the Nevada Copper land position. The grades identified are conceptual in nature as there has been insufficient exploration to define a mineral resource and it is uncertain if further exploration will result in the delineation of a mineral resource. Grades were determined through third-party labs, as detailed below under “Quality Assurance and Quality Control”.
Table of Assays (samples greater than 1%)
Sample ID
Easting (m)
Northing (m)
Elevation (m)
Cu (%)
Au (ppm)
Ag (ppm)
533857
318720
4316510
1451
2.31
0.036
0.5
533861
318751
4316512
1458
2.36
0.008
<0.2
533862
318766
4316512
1459
1.54
0.130
0.2
1615147
319706
4317023
1443
3.35
0.030
4.8
1615150
319603
4317072
1444
3.65
0.011
0.4
1615178
319087
4316782
1517
2.02
0.119
5.4
1669223
319621
4317082
1442
2.65
0.045
2.7
1669224
319678
4317033
1444
3.10
0.056
4.4
1669225
318483
4316515
1413
1.60
1.430
2.7
1669229
318639
4316481
1437
1.19
0.180
0.8
1669232
318607
4316637
1440
1.03
0.104
1.1
M59971*
319729
4317020
1440
5.03
0.150
10.0
M59982*
318739
4316527
1446
5.43
0.075
16.0
M59984*
318789
4316601
1470
4.10
0.055
8.0
M59994*
318438
4316507
1405
2.87
1.490
6.0
* Historic sample
Board Changes
Ms. Kate Southwell will be stepping down as a member of the Board of Directors effective February 28, 2023 to pursue other career opportunities. Stephen Gill, Chairman of the Board stated, “The Board and management team appreciate Kate’s valuable input during her tenure, particularly with regard to financing and commercial matters and as Chair of the Sustainability Committee and wish her well in her future endeavors”. The Nominating Committee of the Board is in the process of identifying qualified candidates to fill the vacant role at or prior to this year’s annual shareholder meeting.
Qualified Person
The technical information and data in this news release has been reviewed by Steven Newman, Registered Member – SME, Vice President, Technical Services for Nevada Copper, and Greg French, C.P.G., VP Exploration of Nevada Copper, who are non-independent Qualified Persons within the meaning of NI 43-101.
Quality Assurance and Quality Control
The analytical work was performed by American Assay Labs (AAL) located in Sparks, Nevada. AAL is an ISO/IEC 17025 accredited laboratory. The Samples were crushed so that >80% passes 10 mesh, followed by pulverizing to >90% passes 75 < 150 mesh. Prepared samples were run using a three-acid digestion process and conventional ICP-AES analysis. Gold determination was via standard atomic absorption (AA) finish 30-gram fire-assay (FA) analysis. Blank, standard and duplicate samples were routinely inserted and monitored for quality assurance and quality control.
The historic analytical work was performed by Chemex Labs Inc., currently ALS Geochemistry (ALS) located in, Nevada. ALS is an ISO/IEC 17025 accredited laboratory. The samples were crushed so that >80% passes 10 mesh, followed by pulverizing split to < 150 mesh. Prepared samples were run using an acid digestion process and conventional ICP-AES analysis. Gold determination was via standard atomic absorption (AA) finish 30-gram fire-assay (FA) analysis.
Nevada Copper detected no significant QA/QC issues during review of the data and is not aware of any sampling or other factors that could materially affect the accuracy or reliability of the data referred to herein.
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 the production stage, and a large-scale open pit PFS stage project.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
Cautionary Language on Forward Looking Statements This news release contains “forward-looking information” and “forward-looking statements” 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 information and forward-looking statements specifically include, but are not limited to, statements that relate to development and ramp-up plans and activities at the Underground Mine and the timing in respect thereof.
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: requirements for additional capital and no assurance can be given regarding the availability thereof; the outcome of discussions with vendors; the ability of the Company to complete the ramp-up of the Underground Mine within the expected cost estimates and timeframe; the impact of COVID-19 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; ground conditions; cost overruns relating to development, construction and ramp-up of the Underground Mine; loss of material properties; interest rate increases; 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; labour 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; dependence on management information systems and cyber security risks; 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, 2021 and the quarter ended September 30, 2022 and in the section entitled “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022. The forward-looking statements and information contained in this news release are based upon assumptions management believes to be reasonable, including, without limitation: no adverse developments in respect of the property or operations at the project; no material changes to applicable laws; the ramp-up of operations at the Underground Mine in accordance with management’s plans and expectations; no worsening of the current COVID-19 related work restrictions; reduced impacts of COVID-19 going forward; the Company will be able to obtain sufficient additional funding to complete the ramp-up, no material adverse change to the price of copper from current levels; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.
The forward-looking information and statements are stated as of the date hereof. The Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. 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 information and statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. Specific reference is made to “Risk Factors” in the Company’s Management’s Discussion and Analysis in respect of the year ended December 31, 2021 and the quarter ended September 30, 2022 and “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022, for a discussion of factors that may affect forward-looking statements and information. Should one or more of these risks or uncertainties materialize, should other risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results and events may vary materially from those described in forward-looking statements and information. For more information on the Company and the risks and challenges of its business, investors should review the Company’s filings that are available at www.sedar.com.
The Company 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.
YERINGTON, Nev., Dec. 29, 2022 (GLOBE NEWSWIRE) — Nevada Copper (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) is pleased to announce that the second tranche of funding of an aggregate of US$20 million provided by Mercuria Energy (“Mercuria”) and Triple Flag Precious Metals Corp. (“Triple Flag”) has been released from escrow to Nevada Copper as part of the Company’s restart financing package (the “Restart Financing Package”), the first tranche of which closed on October 28, 2022. In exchange for its US$10 million portion of the second tranche of funding, Mercuria received 63,411,540 common shares of the Company. The US$10 million portion of the second tranche of funding provided by Triple Flag resulted in the completion of the increase of its existing net smelter returns royalty on the Company’s open pit project from 0.7% to 2%. In connection with the closing conditions relating to the second tranche, the Company and Mercuria have determined that certain informational and other matters will be addressed post-closing. Please see the Company’s prior press releases on October 28, 2022 and October 25, 2022 for additional details regarding the Restart Financing Package, including the use of proceeds therefrom.
The Company continues to progress restart activities at its Pumpkin Hollow underground copper mine (the “Underground Mine”), including:
Development mining contractor – the Company is finalizing its selection of a development mining contractor and expects to award a contract in Q1 2023.
Capital projects – the Company is finalizing contract conditions with a capital projects contractor to complete the installation of the Geho dewatering system and coarse ore bin and rehabilitation of the vent shaft. Authorization to proceed with mobilization planning has been given to allow for an expedient ramp-up once the contract has been awarded.
Underground development work – hoisting of material to surface recently commenced at the Underground Mine and other development activities, such as advancing through the final dike crossing, completion of the maintenance shop and rehabilitation of ore passes, continue in preparation for mobilization of a development mining contractor in 2023.
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 the production stage, and a large-scale open pit PFS stage project.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
Cautionary Language on Forward Looking Statements This news release contains “forward-looking information” and “forward-looking statements” 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 information and forward-looking statements specifically include, but are not limited to, statements that relate to development and ramp-up plans and activities at the Underground Mine and the timing in respect thereof.
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: requirements for additional capital and no assurance can be given regarding the availability thereof; the outcome of discussions with vendors; the ability of the Company to complete the ramp-up of the Underground Mine within the expected cost estimates and timeframe; the impact of COVID-19 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; ground conditions; cost overruns relating to development, construction and ramp-up of the Underground Mine; loss of material properties; interest rate increases; 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; labour 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; dependence on management information systems and cyber security risks; 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, 2021 and the quarter ended September 30, 2022 and in the section entitled “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022. The forward-looking statements and information contained in this news release are based upon assumptions management believes to be reasonable, including, without limitation: no adverse developments in respect of the property or operations at the project; no material changes to applicable laws; the ramp-up of operations at the Underground Mine in accordance with management’s plans and expectations; no worsening of the current COVID-19 related work restrictions; reduced impacts of COVID-19 going forward; the Company will be able to obtain sufficient additional funding to complete the ramp-up, no material adverse change to the price of copper from current levels; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.
The forward-looking information and statements are stated as of the date hereof. The Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. 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 information and statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. Specific reference is made to “Risk Factors” in the Company’s Management’s Discussion and Analysis in respect of the year ended December 31, 2021 and the quarter ended September 30, 2022 and “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022, for a discussion of factors that may affect forward-looking statements and information. Should one or more of these risks or uncertainties materialize, should other risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results and events may vary materially from those described in forward-looking statements and information. For more information on the Company and the risks and challenges of its business, investors should review the Company’s filings that are available at www.sedar.com.
The Company 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.
Files Third Quarter 2022 Financial Statements and MD&A
YERINGTON, Nev., Nov. 14, 2022 (GLOBE NEWSWIRE) — Nevada Copper (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) is pleased to announce the appointment of Mr. Greg Martin as Executive Vice President and Chief Financial Officer of the Company, effective November 21, 2022. In leading the Company’s financial functions, Mr. Martin will be integral to building fiscal discipline and structures to support the restart and ramp-up of the Company’s underground mine. In addition, he will oversee concentrate marketing, and generally assist with leading the team through the restart and ramp-up process.
Randy Buffington, President & CEO of Nevada Copper, stated, “We are very pleased that Greg will be joining the Company and taking on such a critical role in leading the finance group. His experience and leadership in mining, and specifically in Nevada operations, will be crucial in reinforcing the financial rigor needed as we transition through the capital development projects phase of the operational restart at Pumpkin Hollow to mining and milling over the next year. Looking forward, we are making good progress with the open pit prefeasibility study and look forward to Greg’s input at this key stage of development.”
Mr. Martin has nearly 30 years of experience in various financial and business development roles, primarily in the mining sector. He has held senior finance roles in several multi-national mining and mining-related companies including SSR Mining Inc. (where he was CFO from 2012 to 2021), NovaGold Resources Inc., Finning International Inc., Zincore Metals Inc. and Placer Dome Inc. He has a proven track record of providing leadership through company transitions, growth and development while implementing the fiscal discipline and structure to support sustainable operations. Mr. Martin is a Certified Professional Accountant (C.G.A.), holds an MBA from the University of Western Ontario and a Bachelor of Applied Science from the University of British Columbia.
Filing of Third Quarter 2022 Financial Statements and Management’s Discussion and Analysis (“MD&A”) of Financial Results
The Company has filed its unaudited condensed consolidated interim financial statements and the related MD&A for the third quarter and year to date periods ended September 30, 2022. These filings can be found at www.sedar.com.
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 the production stage, and a large-scale open pit project, which is advancing towards feasibility status.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
Cautionary Language on Forward Looking Statements This news release contains “forward-looking information” and “forward-looking statements” 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 information and forward-looking statements specifically include, but are not limited to, statements that relate to Mr. Martin’s role with the Company.
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: requirements for additional capital and no assurance can be given regarding the availability thereof; the outcome of discussions with vendors; the ability of the Company to complete the ramp-up of the Underground Mine within the expected cost estimates and timeframe; the impact of COVID-19 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; ground conditions; cost overruns relating to development, construction and ramp-up of the Underground Mine; loss of material properties; interest rate increases; 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; labour 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; dependence on management information systems and cyber security risks; 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, 2021 and the quarter ended March 31, 2022 and in the section entitled “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022. The forward-looking statements and information contained in this news release are based upon assumptions management believes to be reasonable, including, without limitation: no adverse developments in respect of the property or operations at the project; no material changes to applicable laws; the ramp-up of operations at the Underground Mine in accordance with management’s plans and expectations; no worsening of the current COVID-19 related work restrictions; reduced impacts of COVID-19 going forward; the Company will be able to obtain sufficient additional funding to complete the ramp-up, no material adverse change to the price of copper from current levels; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.
The forward-looking information and statements are stated as of the date hereof. The Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. 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 information and statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. Specific reference is made to “Risk Factors” in the Company’s Management’s Discussion and Analysis in respect of the year ended December 31, 2021 and the quarter ended March 31, 2022 and “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022, for a discussion of factors that may affect forward-looking statements and information. Should one or more of these risks or uncertainties materialize, should other risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results and events may vary materially from those described in forward-looking statements and information. For more information on the Company and the risks and challenges of its business, investors should review the Company’s filings that are available at www.sedar.com.
The Company 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.
Completion of the second dike crossing, allowing access to the higher-grade EN Zone
YERINGTON, Nev., Nov. 03, 2022 (GLOBE NEWSWIRE) — Nevada Copper (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) is pleased to provide an update on restart and operational activities for its underground mine (the “Underground Mine”) following the closing of the restart financing package that provides up to US$123 million of liquidity to the Company, as announced in the Company’s October 28, 2022 press release.
Additionally, the Company announces the addition to its Board of Directors of Guillaume de Dardel, Head of Energy Transition Metals and part of the Energy Transition desk at Mercuria Energy Trading SA (“Mercuria”), one of Nevada Copper’s largest shareholders.
Operational Updates
Optimized Mine Plan – John Wood Group plc, has completed an optimized life-of-mine plan that focuses on accessing the larger, higher-grade stopes of the East North Zone (“EN Zone”) to bring value forward in the mine life. This optimized plan is being incorporated into our development and mine planning in preparation for restart of mining operations.
Final Dike Crossings – As indicated in the Company’s October 5, 2022 press release, the Company continues to build on the significant progress made to date with the completion of the second dike crossing. This critical achievement provides access to the higher-grade stopes of the EN Zone that is estimated to represent the highest value area of the underground reserve. This zone also represents the most competent geotechnical rock mass within the reserve which is expected to allow larger stopes to be extracted, significantly improving production efficiencies. The Company is encouraged by the rock quality being encountered beyond the dike as progress is made on development headings into the EN Zone, and appears to be as predicted by the geotechnical models. To date, nine of the first stopes to be mined have been drilled to provide critical data for final stope design in preparation for the commencement of mining in the second half of 2023.
Completion of the second dike crossing, allowing access to the higher-grade EN Zone
The underground crews have transitioned to work on the final dike crossing which is expected to be completed in early 2023. A well-known industry grouting and geotechnical consultant has been engaged in developing the final dike crossing design and plan. The completion of the dike crossing will provide necessary access for a development contractor to begin rapid development into the EN Zone in early 2023.
Development Contractor – The Company has received indications of interest in providing proposals for development mining from six large, well-known, and established mining contractors. Discussions are in the advanced stages with these contractors and the Company expects to award a contract by the end of 2022.
Capital Projects Proceeding – The Company has signed a letter of intent (“LOI”) with an engineering firm to bring critical capital projects to completion, including the coarse ore bin, permanent dewatering system, vent shaft rehabilitation and surface fans. The scope of the LOI includes delivery of construction execution plans within the next 30 days. These execution plans would identify any procurement or fabrication of materials and equipment to complete the construction activities, labor requirements, and necessary activities ancillary to these capital projects.
The Company has also secured the remaining long-lead item for the coarse ore bin project, the underground jaw crusher, which is expected to be delivered in November 2022.
Strengthening the Site Technical Leadership – The operations leadership has been strengthened with the recent additions of highly experienced individuals in critical technical and operational roles. Included in these recent additions are an Underground Mine Manager, a Capital Projects Manager, a Senior Paste Backfill Engineer, a Contracts Manager, and a Senior Geotechnical Engineer. The Company has also started to fill out the underground operations crews with several skilled mining and operations crews that will focus on capital development projects ahead of stope mining that is planned to begin in the second half of 2023.
Board Addition
Guillaume de Dardel, Head of Energy Transition Metals and part of the Energy Transition desk at Mercuria, will join the Board of Directors of the Company effective November 4, 2022. Mercuria is a significant shareholder in Nevada Copper. Mr. de Dardel studied in Sao Paulo and Switzerland and holds a BA HSG (magna cum laude) from the University of St. Gallen.
Mercuria is one of the world’s largest independent global energy and commodities groups and makes strategic investments to provide access to key infrastructure and physical commodity markets. They have expanded rapidly into renewables and the energy transition which has become a core pillar of Mercuria’s strategy.
Qualified Person
The technical information and data in this news release has been reviewed by Steven Newman, Registered Member – SME, Vice President, Technical Services for Nevada Copper, who is a non-independent Qualified Person within the meaning of NI 43-101.
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 the production stage, and a large-scale open pit project, which is advancing towards feasibility status.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
Cautionary Language on Forward Looking Statements This news release contains “forward-looking information” and “forward-looking statements” 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 information and forward-looking statements specifically include, but are not limited to, statements that relate to the development plans for the Underground Mine and the expected results thereof.
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: requirements for additional capital and no assurance can be given regarding the availability thereof; the outcome of discussions with creditors and vendors; the ability of the Company to complete the ramp-up of the Underground Mine within the expected cost estimates and timeframe; the impact of COVID-19 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; ground conditions; cost overruns relating to development, construction and ramp-up of the Underground Mine; loss of material properties; interest rate increases; 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; labour 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; dependence on management information systems and cyber security risks; 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, 2021 and the quarter ended March 31, 2022 and in the section entitled “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022. The forward-looking statements and information contained in this news release are based upon assumptions management believes to be reasonable, including, without limitation: no adverse developments in respect of the property or operations at the project; no material changes to applicable laws; the ramp-up of operations at the Underground Mine in accordance with management’s plans and expectations; no worsening of the current COVID-19 related work restrictions; reduced impacts of COVID-19 going forward; the Company will be able to obtain sufficient additional funding to complete the ramp-up, no material adverse change to the price of copper from current levels; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.
The forward-looking information and statements are stated as of the date hereof. The Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. 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 information and statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. Specific reference is made to “Risk Factors” in the Company’s Management’s Discussion and Analysis in respect of the year ended December 31, 2021 and the quarter ended March 31, 2022 and “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022, for a discussion of factors that may affect forward-looking statements and information. Should one or more of these risks or uncertainties materialize, should other risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results and events may vary materially from those described in forward-looking statements and information. For more information on the Company and the risks and challenges of its business, investors should review the Company’s filings that are available at www.sedar.com.
The Company 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.
YERINGTON, Nev., Sept. 26, 2022 (GLOBE NEWSWIRE) — Nevada Copper (TSX: NCU) (OTC: NEVDF) (FSE: ZYTA) (“Nevada Copper” or the “Company”) is pleased to provide an update on planned restart activities at its Pumpkin Hollow underground copper mine (the “Underground Mine”) and developments with respect to the proposed financing package that was previously announced in the Company’s news release dated August 25, 2022 (the “Prior Announcement”). The financing is expected to provide up to US$93 million of liquidity to the Company in order to support the restart and ramp-up of the Underground Mine (the “Restart Financing Package”).
Randy Buffington, President & CEO, commented: “These past few weeks the team has been focused on ensuring that we are prepared for the restart of underground operations. We have made significant progress in developing the plans, recruiting the people and implementing the systems necessary to derisk the restart. We have attracted several key technical positions and built the initial underground team to be able to execute on the first critical projects, primarily the remaining two dike crossings required to access the EN zone. We believe that taking a careful, phased approach to restarting the mine removes some of the bottlenecks the operation has faced in the past and will facilitate a rapid ramp-up to nameplate capacity once the mill restarts in mid-2023. We are looking forward to completing the capital projects and bringing the underground mine up to full operations so that we can turn our attention to development of the large open pit project. I continue to appreciate the ongoing commitment and support of our team and key stakeholders as we work diligently to close this financing and get back to operations.”
Operations and Mine Planning Activities Update
As previously announced, the Company has advanced planning for the restart of operations at its Underground Mine. The Company engaged a third-party consulting firm, John Wood Group plc, to complete a mine plan focusing on accessing the larger, higher-grade stopes in the East North Zone (EN Zone). The mine plan has been completed with an optimized stoping sequence that brings value forward in the life of mine and derisks the restart by advancing development activities and building significant underground inventory ahead of restarting the mill in mid-2023. Included in the mine plan are updated operating costs, which are not expected to be materially different from previous estimates as they have not been significantly impacted by inflationary pressures.
The restart plan, as envisaged, will be executed in three phases following the closing of the Restart Financing Package:
Phase 1 – Completion of the remaining two dike crossings and certain capital projects, workforce development
Phase 2 – Underground stope and inventory development
Phase 3 – Stope mining and mill start-up
In September, the Company entered Phase 1 by reinitiating development activities with one mining crew focused on completing the second dike crossing. It is anticipated that the crossing will be completed and well advanced beyond the geological dike feature within the next 30 days, at which time the crew will move onto the third and final dike crossing. In addition, the Company is preparing to issue bid packages to interested development contractors to perform underground development activities and for completion of the remaining capital projects, including: (i) coarse ore bin 2; (ii) vent shaft stripping and surface fans installation; and (iii) Geho dewatering system.
In early 2023, the Company plans to begin rapid development with the use of a development contractor to advance into the higher-grade stopes of the EN Zone and build significant underground ore inventory. The Company will continue to recruit additional underground personnel to prepare for stope mining in the second quarter of 2023. With a significant stockpile of ore on surface and underground inventory expected to be built up, the mill is planned to start up in the third quarter of 2023.
Restart Financing Package Update
As disclosed in the Prior Announcement, the key components of the Restart Financing Package are as follows:
Equity Investments (US$40 million): Pala Investments Limited (“Pala”), the Company’s largest shareholder, and Mercuria Energy (“Mercuria”), a significant shareholder of the Company, are each expected to provide US$20 million in exchange for common shares of the Company (“Common Shares”). Pala has already advanced US$13.5 million of such funding to the Company.
Stream and Royalty Financing (US$30 million): Triple Flag Precious Metals Corp. (“Triple Flag”) is expected to increase its existing net smelter returns royalty on the Company’s open pit project from 0.7% to 2% for a purchase price of approximately US$26.2 million, subject to a full buyback of the increased royalty percentage. In addition, Triple Flag is expected to accelerate the approximately US$3.8 million remaining to be funded under the Company’s existing metals purchase and sale agreement with Triple Flag.
KfW Facility Extension (US$15 million committed): The Company’s senior credit facility (the “KfW Facility”) with KfW IPEX-Bank GmbH (“KfW”) is expected to be amended to provide for a new tranche of up to US$25 million, of which Pala, Triple Flag and Mercuria would commit the first US$15 million as a backstop.
Deferrals under Senior Project Facility and Working Capital Facility (expected to be at least US$8 million): KfW is expected to defer three interest payments under the KfW Facility. Concord Resources Limited is expected to defer interest and principal payments under the Company’s working capital facility.
Under the Restart Financing Package, Pala is expected to consolidate approximately US$73 million of the indebtedness currently owing to Pala by the Company into an amended or new debt instrument (the “Pala Debt Instrument”), which indebtedness would be convertible into Common Shares.
Please see the Prior Announcement for additional details regarding the Restart Financing Package.
Nevada Copper reminds shareholders that the terms of the Restart Financing Package are currently non-binding and closing is subject to, among other things, finalization of the specific terms thereof, negotiation and execution of definitive documentation and the satisfaction of various regulatory requirements. The Company and its key financing partners intend to enter into definitive documents in respect of and close the Restart Financing Package concurrently on or about October 5, 2022 (the “Closing Date”). The closing of the Restart Financing Package will be subject to the approval of the Toronto Stock Exchange (the “TSX”).
As disclosed in the Prior Announcement, there can be no assurance that binding agreements will be entered into or completed (or the required regulatory approvals obtained) on terms satisfactory to the Company and within the required timeframe, or at all. In addition, there can be no assurance that the Company will be able to raise the further funding to supplement the Restart Financing Package that will be required to complete the restart and ramp-up process. The Company expects the costs of the restart and ramp-up process to be in the range of US$70 million-US$75 million. In addition, the Company needs to satisfy and/or defer various outstanding vendor payables. Together these costs and payables are expected to exceed the amount of the Restart Financing Package. As a result, the Company continues to evaluate other additional financing options, including a public offering.
The Company intends to use the available proceeds from the Restart Financing Package of approximately US$71.5 million (representing the US$93 million of liquidity less US$13.5 million already advanced by Pala and less US$8 million in deferrals under the KfW Facility and the Company’s working capital facility) to fund ramp-up costs (approximately US$15.7 million to fund capital expenditures and approximately US$29.1 million to fund operating costs), vendor payments (approximately US$23.5 million) and for general corporate purposes, such as overhead (approximately US$3.2 million).
If the Restart Financing Package is not completed, absent other financing, the Company will not be able to continue carrying on business in the ordinary course and may need to pursue proceedings for creditor protection. The Company’s creditors may also seek to commence enforcement action, including realizing on their security over the Company’s assets.
Potential Maximum Dilution in Respect of the Restart Financing Package
Pala currently owns 167,759,110 Common Shares, representing approximately 37% of the outstanding Common Shares on a non-diluted basis. Mercuria currently owns 48,700,000 Common Shares, representing approximately 11% of the outstanding Common Shares on a non-diluted basis.
Pala is expected to fund its equity investment of US$20 million by the cancellation of approximately US$13.5 million in short-term debt advanced to the Company by Pala as interim financing and by the payment of approximately US$6.5 million on the Closing Date. The Pala Equity Investment will be at a subscription price equal to a 15% discount to the five-day volume weighted average price (the “VWAP”) of the Common Shares on the TSX as of the trading day prior to the Closing Date (the “Equity Subscription Price”). By way of illustration, if the closing of the Pala Equity Investment occurred on September 23, 2022, 120,088,496 Common Shares would be issued to Pala using a 15% discount to the five-day VWAP of C$0.266 and then converting such VWAP into U.S. dollars using the Bank of Canada exchange rate on September 23, 2022 of C$1.00=US$0.7369 (the “Illustrative Equity Subscription Price”). In addition, approximately US$1.665 million of guarantee and other fees will be satisfied by the issuance of Common Shares to Pala at the Equity Subscription Price. Based on the Illustrative Equity Subscription Price, this will result in an additional 9,999,655 Common Shares being issued to Pala. The transactions described in this paragraph together with the Pala Debt Instrument are referred to as the “Pala Equity Investment” herein.
Mercuria is expected to fund its equity investment of US$20 million in two tranches. The first tranche of US$10 million will be paid on the Closing Date. The second tranche of US$10 million will be deposited into escrow on the Closing Date and will be released upon the satisfaction or waiver of certain conditions. These conditions include the completion of certain steps in the ramp-up process that the Company expects to achieve before the end of 2022. The first tranche of the Mercuria Equity Investment will be at a subscription price equal to the Equity Subscription Price. The second tranche of the Mercuria Equity Investment will be at a subscription price equal to a 15% discount to the five-day VWAP of the Common Shares on the TSX as of the trading day prior to the applicable date of closing. By way of illustration, if the closing of both tranches of the Mercuria Equity Investment occurred today, 120,088,496 Common Shares would be issued to Mercuria using the Illustrative Equity Subscription Price.
In connection with the Mercuria Equity Investment, Mercuria is expected to receive Common Share purchase warrants of the Company (the “Warrants”). Each Warrant will entitle Mercuria to, subject to satisfying certain vesting conditions, acquire one Common Share at an exercise price equal to a 20% premium to the Equity Subscription Price. The Warrants will vest, from time to time, in conjunction with the conversion of the Pala Debt Instrument, thereby providing Mercuria with an ability to maintain its pro rata shareholding interest. The vesting of 50% of the Warrants will also be subject to the vesting condition that the second tranche of the Mercuria Equity Investment has closed. The Warrants will expire upon maturity of the Pala Debt Instrument. By way of illustration, if all Warrants vested and were exercised today, 119,205,651 Common Shares would be issued to Mercuria assuming the illustrated conversion of the Pala Debt Instrument described below. The transactions described in the foregoing two paragraphs are referred to as the “Mercuria Equity Investment” herein (the Mercuria Equity Investment together with the Pala Equity Investment are referred to herein as the “Equity Investments”).
Pala is expected to consolidate approximately US$73 million of the indebtedness currently owing to Pala by the Company into the Pala Debt Instrument. The loans outstanding to be consolidated into the Pala Debt Instrument would include (i) the total of approximately US$53 million outstanding under the existing credit agreement entered into by Pala and the Company in November 2021; and (ii) US$20 million that was advanced to the Company under a promissory note in June and July 2022. In connection with the entering of the Pala Debt Instrument, a 4% fee on the US$20 million amount referred to above will be payable to Pala and capitalized as additional principal under the Pala Debt Instrument. Amounts owing under the Pala Debt Instrument would be convertible into Common Shares, at Pala’s option, at a conversion price equal to a 20% premium to the Equity Subscription Price. By way of illustration, if all amounts owing under the Pala Debt Instrument were converted today, 374,402,808 Common Shares would be issued to Pala using a 20% premium to the Illustrative Equity Subscription Price.
Based on the above illustrations, the number of Common Shares that will be issued as a result of the Equity Investments is set out below, assuming the conversion in full of the Pala Debt Instrument and the exercise in full of the Warrants:
Total Number of Common Shares currently held
Total Number of Common Shares that will be held after the Equity Investments excluding conversion of the Pala Debt Instrument and exercise of the Warrants
Total Number of Common Shares that will be held after the Equity Investments including conversion of the Pala Debt Instrument and exercise of the Warrants
% of Common Shares currently owned relative to Common Shares currently outstanding
% of Common Shares owned relative to Common Shares outstanding after the Equity Investments excluding conversion of the Pala Debt Instrument and exercise of the Warrants
% of Common Shares owned relative to Common Shares outstanding after the Equity Investments including conversion of the Pala Debt Instrument and exercise of the Warrants
Pala
167,759,110
297,847,261
672,250,069
37.41%
42.63%
56.39%
Mercuria
48,700,000
168,788,496
287,994,147
10.86%
24.16%
24.16%
The total number of Common Shares to be issued pursuant to the Equity Investments (excluding conversion of the Pala Debt Instrument and exercise of the Warrants) is 250,176,647, which represents approximately 56% relative to the number of Common Shares currently issued and outstanding. The total number of Common Shares to be issued pursuant to the Equity Investments (including conversion of the Pala Debt Instrument and exercise of the Warrants) is 743,785,105, which represents approximately 166% relative to the number of Common Shares currently issued and outstanding.
TSX 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 from the requirements to obtain shareholder approval of components of the Restart Financing Package on the basis that, absent the Restart Financing Package the Company is in serious financial difficulty due to the lack of available cash and funding resources. Moreover, the Company is currently in default under its various credit facilities and the Company’s metals purchase and sale agreement with Triple Flag. The Restart Financing Package, including the Equity Investments, are designed to improve the Company’s financial situation. The entry into of each of the definitive agreements required in respect of the Restart Financing Package will occur concurrently. The application was approved by the Special Committee (as defined below) who has determined that the transactions discussed herein are reasonable for Nevada Copper in the circumstances. Under the policies of the TSX, on the basis that the Restart Financing Package was determined to be subject to the provisions of Section 607 of the TSX Company Manual for private placements, components of the Restart Financing Package would have required shareholder approval by the Company due to: (a) the number of Common Shares (including the Common Shares issuable upon the conversion of the Pala Debt Instrument and upon exercise of the Warrants) issuable in connection with the Restart Financing Package is in excess of 25% of the number of Common Shares outstanding; (b) the number of Common Shares to be issued to insiders (assuming conversion of the Pala Debt Instrument and exercise Warrants) is greater than 10% of the number of Common Shares outstanding; and (c) the consideration (being the Equity Investments) to be received by insiders is greater than 10% of the Company’s market capitalization. The Restart Financing Package will not materially affect control of the Company given Pala’s existing level of ownership in the Company.
The board of directors of the Company (the “Board”) has formed a special committee (the “Special Committee”) consisting of members of the Board who are independent of Pala, Mercuria and management of the Company, to consider the proposed terms of the Restart Financing Package, including the terms of the Equity Investments. The Special Committee has meet continuously throughout the negotiation of the proposed terms of the Restart Financing Package.
Nevada Copper expects that as a consequence of its financial hardship application, the TSX will conduct a remedial delisting review of the Company. Although Nevada Copper believes that it will be in compliance with all continued listing requirements of the TSX upon the closing of the Restart Financing Package, no assurance can be provided as to the outcome of such review or continued qualification for listing on the TSX. There can be no assurance that the TSX will accept the application for the use of the financial hardship exemption from the requirement to obtain shareholder approval described above.
The Equity Investments will be related party transactions of the Company for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) and are subject to the formal valuation and minority approval requirements thereof, unless an exemption is available. It is the intention of the Company to rely on the financial hardship exemption provided for in Sections 5.5(g) and 5.7(e) of MI 61-101.
Qualified Person
The technical information and data in this news release has been reviewed by Steven Newman, Registered Member – SME, Vice President, Technical Services for Nevada Copper, who is a non-independent Qualified Person within the meaning of NI 43-101.
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 the production stage, and a large-scale open pit project, which is advancing towards feasibility status.
Randy Buffington President & CEO
For additional information, please see the Company’s website at www.nevadacopper.com, or contact:
Tracey Thom | Vice President, IR and Community Relations tthom@nevadacopper.com +1 775 391 9029
Cautionary Language on Forward Looking Statements This news release contains “forward-looking information” and “forward-looking statements” 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 information and forward-looking statements specifically include, but are not limited to, statements that relate to the completion of the funding package described above, including the terms and timing thereof, the plans and requirement for supplementary financing and the expected amounts thereof, regulatory requirements, the Company’s “financial hardship” exemption application, the use of proceeds from the Restart Financing Package, creditor protection proceedings, mine planning, the execution of the mine restart plan and expected development schedule, and the expected costs of the restart and ramp-up process. There can be no assurance that the Restart Financing Package will close or that the cost estimates or allocation thereof will be accurate.
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: requirements for additional capital and no assurance can be given regarding the availability thereof; the outcome of discussions with creditors and vendors; potential creditor protection proceedings; the ability of the Company to complete the ramp-up of the Underground Mine within the expected cost estimates and timeframe; the impact of COVID-19 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; ground conditions; cost overruns relating to development, construction and ramp-up of the Underground Mine; loss of material properties; interest rate increases; 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; labour 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; dependence on management information systems and cyber security risks; 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, 2021 and the quarter ended March 31, 2022 and in the section entitled “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022. The forward-looking statements and information contained in this news release are based upon assumptions management believes to be reasonable, including, without limitation: no adverse developments in respect of the property or operations at the project; no material changes to applicable laws; the ramp-up of operations at the Underground Mine in accordance with management’s plans and expectations; no worsening of the current COVID-19 related work restrictions; reduced impacts of COVID-19 going forward; the Company will be able to obtain sufficient additional funding to complete the ramp-up, no material adverse change to the price of copper from current levels; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended.
The forward-looking information and statements are stated as of the date hereof. The Company disclaims any intent or obligation to update forward-looking statements or information except as required by law. 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 information and statements, there may be other factors that could cause actions, events or results not to be as anticipated, estimated or intended. Specific reference is made to “Risk Factors” in the Company’s Management’s Discussion and Analysis in respect of the year ended December 31, 2021 and the quarter ended March 31, 2022 and “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022, for a discussion of factors that may affect forward-looking statements and information. Should one or more of these risks or uncertainties materialize, should other risks or uncertainties materialize or should underlying assumptions prove incorrect, actual results and events may vary materially from those described in forward-looking statements and information. For more information on the Company and the risks and challenges of its business, investors should review the Company’s filings that are available at www.sedar.com.
The Company 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.
By 2025, the metals could be priced at $15,000 a tonne (U$6.80 per pound), a rise of 66%. (current copper price is $9,300 per tonne (U$4.24 per pound)) Goldman said in a report titled “Copper is the new Oil”
The report also drills down into three drivers of green copper demand: electric vehicles (EVs); solar power and wind power. The bank estimates that 5.1 million EVs likely will be sold in 2021, rising to 31.51 million EVs in the year 2030. It also forecasts that 30 million charging units will be installed in 2030.
A rising tide of electrification, as many countries seek to lower their emissions through developing new technologies, promises robust demand for years to come. Global copper production would need to rise by between 3% and 6% per annum by 2030 for countries to meet the targets of the Paris Agreement on climate change, according to a Sept. 14 Bernstein Research note.
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