TORONTO, July 14,
2023 /CNW/ - Adventus Mining
Corporation ("Adventus Mining" or the "Company")
(TSXV: ADZN) (OTCQX: ADVZF) is pleased to provide a corporate
update with regards to the final funding requirements for the El
Domo - Curipamba copper-gold project located in central
Ecuador ("El Domo" or the
"Project").
Since February 2023, Adventus
Mining has been engaged with a number of international mining and
financing groups to explore strategic options for the development
of El Domo, in addition to the previously announced financing
secured from Wheaton Precious Metals Corp. ("Wheaton") and
Trafigura Pte Ltd. ("Trafigura") (see news release dated
January 17, 2022). The Adventus
Mining management team and board of directors are continuing these
discussions to evaluate and select the optimal advancement strategy
for the Company's shareholders and the Project's stakeholders.
In the meantime, the formal consultation process for the Project
led by the Government of Ecuador
commenced in the second quarter of 2023, and full environmental
licensing approval is still expected in the second half of 2023
(see news release dated June 1,
2023). Construction is expected to start immediately
thereafter subject to final funding arrangements.
Financing with Altius
Minerals
Adventus Mining has entered into a financing arrangement with
Altius Minerals Corporation (TSX: ALS, "Altius"), whereby
Altius has agreed to advance, and the Company has agreed to borrow,
US$4 million (the "Altius
Financing") by way of an unsecured convertible debenture (the
"Debenture"). Interest will accrue at 10% per annum until
the Debenture is repaid in full. The maturity date (the
"Maturity Date") will be the earlier of December 31, 2023 and the date on which there is
an event of default under the Debenture. Altius will have the right
to convert, at any time, the outstanding principal amount under the
Debenture into common shares in the capital of the Company (each, a
"Common Share") at the then-current market price, subject to
a minimum of two days notice. If the Debenture (including all
accrued interest on the principal amount thereof) is not repaid in
full on or prior to the Maturity Date, or converted into Common
Shares, Altius will have the sole right to convert the outstanding
indebtedness under the Debenture into a 0.63% net smelter royalty
in respect of El Domo. A US$120,000
fee in favour of Altius will be paid by the Company upon closing of
the financing transaction. Funding in respect of the Altius
Financing is anticipated to be advanced on or around July 19, 2023, subject to funding being
concurrent to the first draw under the Credit Facility with
Trafigura (as discussed below), or such other date as the parties
may agree, and is subject to approval of the TSX Venture Exchange
(the "TSXV"). The use of proceeds is for El Domo project
related expenditures, including permitting and pre-construction
activities, and related general and administrative expenses.
First Draw Under Credit Facility
with Trafigura
Adventus Mining has delivered its first drawdown notice for
US$5 million (the "First
Draw") under its existing US$45
million credit facility with Trafigura (the "Credit
Facility"), the terms of which were disclosed in the Company's
news release dated August 4, 2022.
Funding is anticipated to be completed on or around July 19, 2023. The remaining US$40 million will remain available to Adventus
Mining for construction activities on the Project, subject to
certain conditions precedent. Pursuant to an amendment to the
Credit Facility, should the Company not draw additional funds under
the Credit Facility by June 30, 2024,
the First Tranche will become payable. The use of proceeds of the
First Draw is for El Domo project permitting and pre-construction
expenditures.
In connection with the Credit Facility, an arrangement fee equal
to 2% of the total amount available under the Credit Facility will
be added to the principal amount owing with respect to the First
Draw. In addition, an availability fee of 2% per annum is payable
quarterly on the amounts which have not been drawn at any time
until February 1, 2025.
Amendment of Warrants
The Company has agreed to amend (the "Amendment") the
terms of 13.5 million common share purchase warrants of Adventus
Mining issued to Trafigura concurrently to the entry into the
Credit Facility (the "Lender's Warrants"). Each Lender's
Warrant entitles the holder thereof to purchase one common share of
Adventus Mining. Pursuant to the Amendment: (i) the exercise price
of the Lender's Warrants will be C$0.448, representing the mean between
$0.513 (the previous exercise price)
and C$0.384 (a 25% premium to the
10-day volume weighted average trading price of the common shares
of Adventus Mining on the TSXV immediately prior to July 10, 2023), and (ii) the expiry of the
Lender's Warrants will be August 3,
2026. The Amendment is subject to final approval of the
TSXV. All other terms of the Lender's Warrants will remain
unchanged, such as the share price threshold accelerator provisions
based on Adventus Mining's share price.
Amended and Restated Share
Compensation Plan
Adventus Mining's proposal to adopt a rolling 10% share
compensation plan amending and restating its previous share
compensation plan (as amended and restated, the "2023 Amended
and Restated Plan"), was approved at the annual meeting of the
shareholders of Adventus Mining held on June
8, 2023.
The purposes of the adoption of the 2023 Amended and Restated
Plan is to remove the maximum number of restricted share units (the
"RSUs") issuable under Adventus Mining's previous share
compensation plan and to comply with the amendments made by the
TSXV to Policy 4.4 – Security Based Compensation. The removal of
the maximum number of RSUs issuable under Adventus' previous share
compensation plan allows Adventus Mining to increase the use of RSU
awards in its long-term compensation strategy.
About Adventus
Mining
Adventus Mining Corporation is an Ecuador-focused copper-gold exploration and
development company. Adventus Mining is majority owner of the 215
sq. km Curipamba copper-gold project, which has a completed
feasibility study on the shallow and high-grade El Domo deposit. In
addition, Adventus Mining is engaged in a country-wide exploration
alliance in Ecuador, which has
incorporated the Pijili and Santiago copper-gold porphyry projects to
date. Outside of Ecuador, Adventus
Mining owns an exploration project portfolio in Ireland with South32 Limited as the funding
participant. Its strategic shareholders include Altius Minerals
Corporation, Greenstone Resources LP, Wheaton Precious Metals
Corp., and the Nobis Group of Ecuador. Adventus Mining is based in
Toronto, Canada, and is listed on
the TSXV under the symbol ADZN and trades on the OTCQX under the
symbol ADVZF.
Neither the TSXV nor its Regulation Services Provider (as that
term is defined in the policies of the TSXV) accepts responsibility
for the adequacy or accuracy of this news release.
Forward-Looking Information
This release contains certain "forward looking statements" and
certain "forward-looking information" as "defined under applicable
Canadian and U.S. securities laws. Forward-looking statements and
information can generally be identified by the use of
forward-looking terminology such as "may", "will", "should",
"expect", "intend", "estimate", "anticipate", "believe",
"continue", "plans" or similar terminology. The forward-looking
information contained herein is provided for the purpose of
assisting readers in understanding management's current
expectations and plans relating to the future. Readers are
cautioned that such information may not be appropriate for other
purposes.
Forward-looking statements relate to future events or future
performance and reflect Adventus Mining's expectations or beliefs
regarding future events. Forward-looking statements include, but
are not limited to: the discussions regarding strategies for the
development of El-Domo; the adoption of a strategy and the timing
thereof; the obtaining of environmental licensing approval for the
El-Domo and the timing thereof; the start of construction at El
Domo and the timing thereof; the completion of the Altius
Financing and the timing thereof; the intended use of proceeds in
respect of the Altius Financing; the receipt of TSXV approval in
respect of the Altius Financing; the completion of the First
Draw and the timing thereof; the intended use of proceeds of the
First Draw; the availability and intended use of the Additional
Tranches; the expiry term of the Warrants; the receipt of TSXV
approval for the Amendment and the timing thereof; the increase of
the use of RSU awards in the Company's long-term compensation
strategy. By their very nature, forward-looking statements involve
known and unknown risks, uncertainties and other factors that may
cause our actual results, performance or achievements to be
materially different from any future results, performance or
achievements expressed or implied by the forward-looking
statements. Such factors include, amongst others, risks related to
the exploration, development, production, recoveries and other
anticipated or possible future developments at El Domo, including,
without limitation, that exploration, development and production
activities will not occur or be as anticipated and that
environmental licensing will not be approved; failure to obtain the
environmental licensing approval for the El-Domo and to start
construction; that the First Draw may not be completed at all or as
planned; failure to receive TSXV approval for the Amendment,
including the amended exercise price and expiry date; failure to
use the RSU awards in the Company's long-term compensation
strategy; and general economic, business and political
conditions.
Forward-looking information are based on management of the
parties' reasonable assumptions, estimates, expectations, analyses
and opinions, which are based on such management's experience and
perception of trends, current conditions and expected developments,
and other factors that management believes are relevant and
reasonable in the circumstances, but which may prove to be
incorrect. Such factors, among other things, include: business
integration risks; fluctuations in general macroeconomic
conditions; fluctuations in securities markets; fluctuations in
spot and forward prices of copper or certain other commodities;
change in national and local governments, legislation, taxation,
controls, regulations and political or economic developments; risks
and hazards associated with the business of mineral exploration,
development and mining (including environmental hazards, industrial
accidents, unusual or unexpected formations pressures, cave-ins and
flooding); discrepancies between actual and estimated metallurgical
recoveries; inability to obtain adequate insurance to cover risks
and hazards; the presence of laws and regulations that may impose
restrictions on mining; employee relations; relationships with and
claims by local communities and indigenous populations;
availability of increasing costs associated with mining inputs and
labour; the speculative nature of mineral exploration and
development (including the risks of obtaining necessary licenses,
permits and approvals from government authorities); and title to
properties.
Adventus undertakes no obligation to update forward-looking
information except as required by applicable law. Such
forward-looking information represents management's best judgment
based on the information currently available. No forward-looking
statement can be guaranteed and actual future results may vary
materially. Accordingly, readers are advised not to place undue
reliance on forward-looking statements or information.
Please also visit the Adventus Mining website at
www.adventusmining.com.
SOURCE Adventus Mining Corporation