The Northern Miner Jan 4 2021 Issue 1

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Canada rejects Shandong’s bid for TMAC M&A

| Miner weighs options to manage balance sheet

BY BRUNO VENDITTI

T Premier Gold’s Mercedes mine in Mexico.

PREMIER GOLD MINES

Equinox to buy Premier Gold in US$480M all-stock deal M&A

| Premier’s assets in Nevada to be spun out into new company

BY CECILIA JAMASMIE AND TRISH SAYWELL

E

quinox Gold (TSX: EQX; NYSE-AM: EQX) is buying fellow miner Premier Gold Mines (TSX: PG), which will spin out its Nevada assets in a new U.S.focused gold miner to be called i-80 Gold Corp. The all-stock deal valued at $612 million (US$480 million) hands Equinox Gold Premier’s interest in the Hardrock project in Ontario, the Mercedes Mine in Mexico and the Hasaga and Rahill-Bonanza properties in Red Lake, Ont. Premier’s South-Arturo and McCoy-Cove properties will be held by i-80 Gold, which will also complete Premier’s previously announced acquisition of the Getchell project, all in Nevada. Equinox said that it would undertake a $75 million equity financing fully underwritten by its chairman, Ross Beaty, to help fund the deal. The proposal will see Premier shareholders receive 0.1967 of an Equinox Gold share and 0.4 of a share of i-80 Gold for each Premier share held. Equinox shares closed at $13.10 on the Toronto Stock Exchange on Dec. 15, while Premier shares closed at $2.52. Premier investors will own 16% of Equinox Gold once the deal is complete, as well as 70% of the shares of i-80 Gold. The spin-off company will be led by Premier’s current boss, Ewan Downie. Equinox Gold will own the

remaining 30% of i-80 Gold. “This transaction is exactly the kind of accretive Americas-focused growth we promised shareholders when we started Equinox Gold at the beginning of 2018,” Beaty said in a news release announcing the deal. The friendly acquisition is subject to court approval and Premier shareholders’ approval at a meeting scheduled for February. The deal boosts Equinox Gold in the gold market, building on the company’s acquisition of Leagold Mining Corporation. The parties completed their merger earlier this year, creating one of the world’s top gold producing companies operating entirely in the Americas. The Vancouver-based company moved from developer to producer status in July 2020, when it kicked off commercial production at its second gold mine, Aurizona, in northeastern Brazil. Equinox is also advancing construction at the previously mined Castle Mountain, located about 320 km north of its Mesquite operation, which reached commercial production in November. Gold producers are benefiting from high metal prices as unprecedented stimulus measures around the world were unleashed on financial markets. In a research note, Kerry Smith of Haywood Securities noted that the at-market acquisition of Premier Gold “brings near-term growth from Mercedes but more importantly adds a permitted, large and long-life asset

in Ontario that can be production by late 2023. Once the acquisition is complete, Equinox will be well on its way to production of over 1.2 million ounces by 2024, with 15.2 million ounces of reserves and a further 13.0 million ounces of M&I resources in the portfolio post-closing.” “Equinox has moved from a nonproducer in mid-2018 to a company with eight operating gold mines and a pipeline of growth projects,” he added. “However, despite the company’s progress Equinox continues to trade at a discount to its peers, which we believe should close over time but currently presents a buying opportunity for investors.” Smith has a buy rating on the company and a target price of $24.50 per share. Over the last year the company has traded in a range of $6.60 and $17.99 per share and at presstime was trading at $13.30 per share. It has about 242 million common shares outstanding for a market cap of about $3.22 billion. Andrew Mikitchook, an analyst at BMO Capital Markets who covers Premier Gold Mines, said the transaction “creates the potential to surface value for Premier Gold shareholders for its broad and overlooked portfolio.” “Premier Gold shareholders still get exposure to Mercedes/Hardrock and Red Lake through Equinox Gold shares to be received, and the Nevada assets being spun out into I-80 Gold will show the valuation of South Arturo, McCoy/Cove and Getchell.” TNM

MINING.com

he Canadian government has rejected Shandong Gold Mining’s bid to acquire TMAC Resources (TSX: TMR), the companies said. In a filing to the Shanghai Stock Exchange, Shandong Gold said it had received notice of a decision made by Canadian authorities on Dec. 18, based on the Investment Canada Act. Shandong agreed to buy the company for about US$150 million in May, but in October TMAC said it had received notice that the Canadian government had ordered a national security review. Some investors are worried about TMAC’s ability to repay debt. The miner said on Nov. 5 that it had about $99 million in cash on hand, short of the $169.7 million of debt due in June. “TMAC is likely to be forced into a messy refinancing which could ultimately hurt shareholders,” Laurentian Bank analyst Barry Allan told Reuters news agency. “While we are disappointed with the outcome, we are very pleased that TMAC achieved significant operation improvements at Hope Bay,” Jason Neal, TMAC’s president and CEO stated in a Dec. 21 news release. “We will continue to build on these improvements while considering options to manage our balance sheet.” “Given our September 30, 2020 unrestricted cash balance of $71.5 million and current positive cash flow being generated, we expect to have sufficient cash on hand to fund the 2021 sealift, but not to fully repay maturing debt recently extended to June 30, 2021,” Neal continued. TMAC owns the Doris gold mine, the only operating asset in Hope Bay, Nunavut. The mine began commercial production in 2017 and had proven and probable mineral reserves totalling around 3.54 million ounces of gold at the end of 2019. The miner is in the early stages of developing a second underground mine at Hope Bay — Madrid North. It has also concluded a prefeasibility study on a production expansion at the Hope Bay property. TMAC’s biggest shareholders include Newmont (TSX: NGT; NYSE: NEM), and Resource Capital Funds. Canada last blocked a proposed $1.51 billion takeover of construction company Aecon by China Com-

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munications Construction Co Ltd, also on national security grounds, in May 2018. Canada-China relations have been frayed since December 2018, when Huawei Technologies Co.’s chief financial officer, Meng Wanzhou, was detained in Vancouver at the request of the United States, where she’s charged with fraud. She has been confined to the city since then. Following her arrest, China jailed two Canadians — Michael Spavor and Michael Kovrig –on espionage charges and halted billions of dollars in Canadian imports. Prime Minister Justin Trudeau has faced pressure to toughen the country’s stance on China. Tom Gallo, an analyst at Canaccord Genuity, has a hold rating on TMAC. “With ~ 7.3Moz of resource at roughly 6.9 g/t, we still believe this property holds significant mineral wealth,” he wrote in a Dec. 22 research note. TNM — This article first appeared in MINING.com, part of the Glacier Resource Innovation Group

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