VANCOUVER, BC, Oct. 2, 2024
/CNW/ - Foran Mining Corporation (TSX: FOM) (OTCQX: FMCXF) ("Foran"
or the "Company") is pleased to announce the execution of an
amended and restated credit agreement and closing of its upsized
US$250 million senior secured project
credit facility (the "Credit Facility") with a fund managed by
Sprott Resource Lending Corp. ("Sprott"). Funds from the Credit
Facility will be used towards construction of the McIlvenna Bay
project in east-central Saskatchewan as well as general corporate
purposes.
Credit Facility Details
- The Credit Facility consists of a US$250
million non-revolving facility with a maturity date of
September 30, 2031 (the "Maturity
Date"). The Credit Facility amends and restates in its entirety the
Company's original US$150M senior
secured project finance credit facility and has no requirements for
hedging, production-linked payments, or the issuance of
warrants.
- Upon closing, Foran received a second advance of US$28 million from Tranche A of the Credit
Facility, bringing total advances to-date under that tranche to
US$57.5 million, exclusive of
capitalized interest. Subsequent advances are available to the
Company upon the satisfaction of customary terms and conditions
precedent.
- Additionally, and in accordance with the amended and restated
credit agreement, gross proceeds of US$100
million have been advanced into a debt proceeds account
("DPA"), net of a 3.00% original issue discount, under Tranche B.
Funds advanced to the DPA will accumulate interest immediately and
proceeds from the DPA will be released to the Company upon
satisfaction of certain release conditions. The Company will be
able to draw against the credit facility up until the end of the
availability period on March 31,
2026. The Company expects advancements into the DPA to be
presented as restricted cash within its statement of financial
position.
- Interest shall accrue at an unchanged floating rate equal to
6.95% per annum plus the greater of (i) three-month term SOFR and
(ii) 2.00% per annum. Interest is payable quarterly, and 100% of
interest costs may be capitalized until March 31, 2026. The Company shall also pay annual
anniversary interest to Sprott beginning in Q1/27, equal to 2.00%
of the aggregate outstanding facility balance, inclusive of all
capitalized interest, on the payment date. The anniversary interest
is payable in cash or shares at the Company's election and is not
due as of and from either a change of control of the Company or any
potential refinancing of the facility.
- Principal repayments will commence on June 30, 2027, and Foran shall pay to Sprott
equal repayments of the principal amount of the Credit Facility,
including capitalized interest and other costs, in an amount equal
to 2.65% of the outstanding principal amount of the Credit Facility
on a quarterly basis until June 30,
2031. The remainder of the scheduled principal payments are
due upon the Maturity Date.
- Additionally, Sprott has the right to sweep proceeds received
by the Company from any investment tax credits ("ITC") received up
to a total of US$100 million. Any ITC
sweep repayments shall be applied as principal payments against
scheduled amortization payments, in reverse order of the Maturity
Date, and shall only occur after the Company has received
US$25 million of potential ITC
proceeds.
James Steels, Foran's Chief
Financial Officer, commented "Partnering with Sprott on this
expanded credit facility highlights the robust nature of the
McIlvenna Bay project and the critical need for new greenfield
sources of essential minerals. This expanded facility not only
provides Foran with the flexibility to fully realize the value of
McIlvenna Bay but also enables us to maximize risk-adjusted returns
for our shareholders, while creating value for all our stakeholders
and partners. We are grateful for Sprott's growing support as we
continue construction and prepare for McIlvenna Bay's transition to
producer status."
Narinder Nagra, Managing Partner
of Sprott, commented "As one of the largest investors and
financier to the natural resource sector, Sprott is excited
to expand its partnership with Foran. Our unique financing
structure allows Foran to advance with the development
of its McIlvenna Bay project and highlights our approach of
offering innovative and flexible capital to unlock the full
potential of exceptional projects. We are excited to continue our
partnership with Foran on its journey to becoming a premier
critical metals producer."
The Company's head office is located at 409 Granville Street,
Suite 904, Vancouver, BC,
Canada, V6C 1T2, and Common Shares
of the Company are listed for trading on the TSXV under the symbol
"FOM".
About Foran Mining
Foran Mining is a copper-zinc-gold-silver exploration and
development company, committed to supporting a greener future,
empowering communities and creating circular economies which create
value for all our stakeholders, while also safeguarding the
environment. The McIlvenna Bay Project is located entirely within
the documented traditional territory of the Peter Ballantyne Cree
Nation, comprises the infrastructure and works related to
development and advanced exploration activities of the Company, and
hosts the McIlvenna Bay Deposit and Tesla Zone. The Company also
owns the Bigstone Deposit, a resource-development stage deposit
located 25 km southwest of the McIlvenna Bay Property.
The McIlvenna Bay Deposit is a copper-zinc-gold-silver rich VHMS
deposit intended to be the centre of a new mining camp in a
prolific district that has already been producing for 100 years.
The McIlvenna Bay Property sits just 65 km West of Flin Flon, Manitoba, and is part of the world
class Flin Flon Greenstone Belt that extends from Snow Lake, Manitoba, through Flin Flon to Foran's ground in eastern
Saskatchewan, a distance of over
225 km.
The McIlvenna Bay Deposit is the largest undeveloped VHMS
deposit in the region. The Company announced the results from its
NI 43-101 compliant Technical Report on the 2022 Feasibility Study
for the McIlvenna Bay Deposit ("2022 Feasibility Study") on
February 28, 2022, outlining that
current Mineral Reserves would potentially support an 18-year mine
life producing an average of 65 million pounds of copper equivalent
annually. The Company filed the 2022 Feasibility Study on
April 14, 2022, with an effective
date of February 28, 2022. The
Company also filed a NI 43-101 Technical Report for the Bigstone
Deposit resource estimate on January 21,
2021, as amended on February 1,
2022. Investors are encouraged to consult the full text of
these technical reports which may be found on the Company's profile
on www.sedarplus.ca.
The Company's head office is located at 409 Granville Street,
Suite 904, Vancouver, BC,
Canada, V6C 1T2. Common Shares of
the Company are listed for trading on the TSX under the symbol
"FOM" and on the OTCQX under the symbol "FMCXF".
About Sprott
Sprott is an alternative asset manager and global leader in
precious metals and critical materials investments. Sprott is
dedicated to providing investors with best in-class investment
strategies that include Exchange Listed Products, Managed Equities
and Private Strategies. Sprott is based in Toronto with offices in New York, Connecticut, Carlsbad, and Vancouver and the shares of its parent
company, Sprott Inc., are listed on the New York Stock Exchange and
the Toronto Stock Exchange under the symbol (SII). For more
information, please visit. www.sprott.com.
Forward Looking Statements
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS
This news release contains certain forward-looking information
and forward-looking statements, as defined under applicable
securities laws (collectively referred to herein as
"forward-looking statements"). These statements relate to future
events or to the future performance of Foran Mining Corporation and
reflect management's expectations and assumptions as of the date
hereof or as of the date of such forward looking statement. Such
forward-looking statements include, but are not limited, statements
regarding our objectives and our strategies to achieve such
objectives; our beliefs, plans, estimates, projections and
intentions, and similar statements concerning anticipated future
events; as well as specific statements in respect of expectations
regarding the Credit Facility, including in respect of use of
proceeds; the availability of subsequent advances and the
presentation of such advances in our financial statements; the
nature of the McIlvenna Bay project; our view that there is a
critical need for new greenfield sources of minerals; the benefits
of the Credit Facility expansion to Foran, including in respect of
flexibility to realize the value of McIlvenna Bay project and
maximize risk-adjusted returns for our shareholders while creating
value for our stakeholders and partners; our ability to construct
and prepare McIlvenna Bay project for its transition to producer
status; our commitment to support a greener future, empower
communities and create circular economies which create value for
all our stakeholders while safeguarding the environment;
expectations regarding our development and advanced exploration
activities; and expectations, assumptions and targets in respect of
our 2022 Feasibility Study. All statements other than statements of
historical fact are forward-looking statements. The forward-looking
statements in this news release speak only as of the date of this
news release or as of the date specified in such statement.
Inherent in forward-looking statements are known and unknown
risks, estimates, assumptions, uncertainties and other factors that
may cause the actual results, performance or achievements of the
Company to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking statements contained in this news release. These
factors include management's belief or expectations relating to the
following and, in certain cases, management's response with regard
to the following: the certainty of funding; the Company's reliance
on the McIlvenna Bay Property; the Company has a history of losses
and may not be able to generate sufficient revenue to be profitable
or to generate positive cash flow on a sustained basis; failure to
comply with covenants under the Credit Facility or its equipment
finance facility may have a material adverse impact on the
Company's operations and financial condition; the Company is
exposed to risks related to mineral resources exploration and
development; the Company has no history of mineral production; and
the additional risks identified in our filings with Canadian
securities regulators on SEDAR+ in Canada (available at www.sedarplus.ca). The
forward-looking statements contained in this news release reflect
the Company's current views with respect to future events and are
necessarily based upon a number of assumptions that, while
considered reasonable by the Company, are inherently subject to
significant operational, business, economic and regulatory
uncertainties and contingencies. These assumptions include the
availability of funds for the Company's projects; availability of
equipment; sustained labour stability with no labour-related
disruptions; all necessary permits, licenses and regulatory
approvals are received in a timely manner; and the ability to
comply with environmental, health and safety laws. Although the
Company has attempted to identify important factors that could
cause actual results to differ materially, there may be other
factors that cause results not to be as anticipated, estimated,
described or intended.
Readers are cautioned not to place undue reliance on
forward-looking statements and should note that the assumptions and
risk factors discussed in this press release are not exhaustive.
Actual results and developments are likely to differ, and may
differ materially, from those expressed or implied by the forward
looking statements contained in this press release. All
forward-looking statements herein are qualified by this cautionary
statement. The Company disclaims any intention or obligation to
update or revise any forward looking statements, whether as a
result of new information, future events or otherwise, except as
may be required by law. If the Company does update one or more
forward-looking statements, no inference should be drawn that it
will make additional updates with respect to those or other
forward-looking statements, unless required by law. Additional
information about these assumptions, risks and uncertainties is
contained in our filings with securities regulators on SEDAR+ in
Canada (available at
www.sedarplus.ca).
SOURCE Foran Mining Corporation