Sabina Gold & Silver Corp.
Sabina Gold & Silver Announces 9.9% Strategic Investment by Zhaojin International Mining Co., Ltd.
VANCOUVER, British Columbia, Dec. 19, 2017 (GLOBE NEWSWIRE) -- Sabina Gold & Silver Corp (TSX:SBB.T), ("Sabina" or the "Company") is pleased to announce that Zhaojin International Mining Co., Ltd. ("Zhaojin International") has agreed to purchase 24,930,000 common shares of the Company at a price of $2.65 per share for a total investment of approximately $66,100,000 in a private placement (the "Financing"). Upon completion of the Financing, Zhaojin International will own approximately 9.9% of the Company's issued and outstanding common shares on a non-diluted basis. Zhaojin International is a subsidiary of Zhaojin Mining Industry Co. Ltd. ("Zhaojin"), which is a leading Chinese gold producer and one of China's largest gold smelting companies.
"We are very excited to welcome Zhaojin, a leading Chinese gold producer, as a strategic investor. Zhaojin's investment represents a significant milestone for Sabina and is a strong endorsement of the work completed to date at our world class Back River project. This financing with Zhaojin provides Sabina with a cornerstone investor that has financial and technical resources to assist us in advancing the project to production. With this capital in hand, we are currently working on finalizing plans and budgets for 2018 which will focus on de-risking the project with initial pre-construction activities as well as furthering exploration activities," said Bruce McLeod, President and CEO.
In connection with the Financing, Sabina and Zhaojin International have signed a Shareholder Agreement which includes the following provisions:
- A standstill in effect for four years from the closing date of the Financing;
- A 12 month lock up on share dispositions;
- Zhaojin International will have an option to increase its shareholding to up to 19.9% of the common shares of the Company by a grant of participation rights in future financings (up to 33% per financing), subject to certain terms and conditions, including the receipt of shareholder approval of Zhaojin, if required, and the receipt of regulatory and Sabina's Board's approval;
- Zhaojin International will have the right to nominate one director to Sabina's board at 9.9% ownership and shall have the right to appoint a second director should its equity position increase to 19.9%;
- A voting arrangement whereby Zhaojin International will exercise all of its votes associated with its common shares in support of matters proposed by Sabina's Board of Directors to shareholders of the Company (other than certain identified matters) for four years after the closing date of the Financing.
In connection with the financing, Sprott Asia acted as advisor on the transaction, BMO Capital Markets acted as financial advisor and Gowling WLG was retained as legal advisor for Sabina.
The Financing is subject to regulatory and other customary approvals.
Zhaojin International Mining Co., Ltd.
Zhaojin International Mining Co., Ltd. is a subsidiary of Zhaojin Mining Industry Co. Ltd., which is a leading Chinese gold producer and one of China's largest gold smelting companies. They operate across the full production chain, integrating exploration, mining, mineral processing, smelting and marketing. With more than 60 years of gold mining operations they are one of the world's lowest cost producers. Since its listing on the Hong Kong Stock Exchange in 2006, Zhaojin has grown into one of China's largest gold miners with annual gold production of 655k ounces of gold per year and reserves of 13.6 million ounces of gold. Currently they are working on developing the world's largest single ore body gold deposit, the Haiyu deposit in East Asia. Zhaojin's plans are to double their production base within the next five to ten years through investments in international operations.
Sabina Gold & Silver Corp.
Sabina Gold & Silver Corp. is a well-financed, emerging precious metals company with district scale, advanced, high grade gold assets in one of the world's newest, politically stable mining jurisdictions: Nunavut, Canada.
Sabina released a Feasibility Study on its 100% owned Back River Gold Project which presents a project that has been designed on a fit-for purpose basis, with the potential to produce ~200,000 ounces a year for ~11 years with a rapid payback of 2.9 years (see "Technical Report for the Initial Project Feasibility Study on the Back River Gold Property, Nunavut, Canada" dated October 28, 2015). At a US$1,150 gold price and a 0.80 (US$:C$) exchange rate, the Study delivers a potential after tax internal rate of return of approximately 24.2% with an initial CAPEX of $415 million.
In addition to Back River, Sabina also owns a significant silver royalty on Glencore's Hackett River Project. The silver royalty on Hackett River's silver production is comprised of 22.5% of the first 190 million ounces produced and 12.5% of all silver produced thereafter.
The Company had approximately C$38 million in cash and equivalents on September 30, 2017.
For further information please contact:
Nicole Hoeller, Vice-President, Communications: 1 888 648-4218
Forward Looking Statements
This news release contains "forward-looking information" within the meaning of applicable securities laws (the "forward-looking statements"), including our belief as to the extent, results and timing of project financing, regulatory approvals, receiving the equity component of project financing among other things. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the future circumstances, outcomes or results anticipated in or implied by such forward-looking statements will occur or that plans, intentions or expectations upon which the forward-looking statements are based will occur. While we have based these forward-looking statements on our expectations about future events as at the date that such statements were prepared, the statements are not a guarantee that such future events will occur and are subject to risks, uncertainties, assumptions and other factors which could cause events or outcomes to differ materially from those expressed or implied by such forward-looking statements. Such factors and assumptions include, among others, the effects of general economic conditions, commodity prices, changing foreign exchange rates and actions by government and regulatory authorities and misjudgments in the course of preparing forward-looking statements. In addition, there are known and unknown risk factors which could cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Known risk factors include risks associated with exploration and project development; the need for additional financing; the calculation of mineral resources and reserves; operational risks associated with mining and mineral processing; fluctuations in metal prices; title matters; government regulation; obtaining and renewing necessary licences and permits; environmental liability and insurance; reliance on key personnel; the potential for conflicts of interest among certain of our officers or directors; the absence of dividends; currency fluctuations; labour disputes; competition; dilution; the volatility of the our common share price and volume; future sales of shares by existing shareholders; and other risks and uncertainties, including those relating to the Back River Project and general risks associated with the mineral exploration and development industry described in our Annual Information Form, financial statements and MD&A for the fiscal period ended December 31, 2016 filed with the Canadian Securities Administrators and available at www.sedar.com. Although we have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. We are under no obligation to update or alter any forward-looking statements except as required under applicable securities laws. This news release has been authorized by the undersigned on behalf of Sabina Gold & Silver Corp.
Bruce McLeod, President & CEO
1800-555 Burrard Street, Two Bentall Centre
Vancouver, BC V7X 1M9
Tel 604 998-4175 Fax 604 998-1051
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