Greatland
Gold plc (AIM: GGP)
E: info@greatlandgold.com
W: https://greatlandgold.com
:
twitter.com/greatlandgold
NEWS RELEASE
| 3 December
2024
Debt facilities executed with banking
syndicate
A$100 million Syndicated Facility Agreement
signed with ANZ, HSBC and ING
THIS ANNOUNCEMENT CONTAINS
INSIDE INFORMATION AS STIPULATED UNDER THE UK MARKET ABUSE
REGULATIONS. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO
BE IN THE PUBLIC DOMAIN.
Highlights
§ Syndicated Facility
Agreement signed with leading Australian and international natural
resource banks ANZ, HSBC and ING for A$100 million in Debt
Facilities
§ Debt Facilities provide
additional liquidity and flexibility for working capital
requirements for the operation of the Telfer gold-copper mine,
augmenting the existing equity funded working capital successfully
raised in connection with the Acquisition
§ Gold price downside
protection secured by the purchase of gold put options for 100,000
ounces of future Telfer gold production at a weighted average price
of A$3,887.50 per ounce with expiry dates variously through to
December 2025. The options are a right to deliver, but not an
obligation, meaning Greatland retains all gold price upside
exposure across 100% of Telfer production volumes
Background
On 10 September 2024, Greatland Gold plc (AIM:GGP;
Greatland or Company) announced the acquisition of 100% ownership
of the Havieron gold-copper project (Havieron), the Telfer gold-copper mine
(Telfer), and other related
assets and interests in the Paterson region from Newmont
Corporation (NYSE:NEM) (Acquisition).
As described in the Company's admission document dated
10 September 2024, on that date Greatland entered into a legally
binding commitment letter with a syndicate of banks comprising ANZ,
HSBC and ING (the Banks) in
respect of a A$75 million working capital facility and a A$25
million contingent instrument facility (together, the Debt Facilities) and associated hedging
facilities.
Greatland is pleased to announce that it has executed
a full form facility agreement and related documentation with ANZ,
HSBC and ING (the Syndicated
Facility Agreement), establishing the Debt Facilities.
Satisfaction of customary conditions precedent and
financial close of the Debt Facilities is targeted in December 2024
following Acquisition completion, after which Greatland will be
able to draw down the Debt Facilities. The conditions to
financial close must be satisfied by 5 February 2025.
Syndicated Facility Agreement
Greatland Pty Ltd, Greatland Holdings Group Pty Ltd
and the Company executed a Syndicated Facility Agreement and
related documentation on 3 December 2024 with ANZ, HSBC and ING, in
respect of the Debt Facilities. Key terms of the Syndicated
Facility Agreement are as follows.
|
Aspect
|
Working Capital Facility
|
Contingent Instrument Facility
|
|
Borrower
|
Greatland Pty Ltd
|
|
Guarantors
|
Greatland Gold plc and
Greatland Holdings Group Pty Ltd
|
|
Lenders
|
Australia and New Zealand
Banking Group Limited (ANZ), The Hongkong and Shanghai Banking
Corporation Limited, Sydney Branch (HSBC), ING Bank (Australia) Limited
(ING)
|
ANZ and HSBC
|
|
Commitment
|
A$75 million
|
A$25 million
|
|
Use of Proceeds
|
· Costs and expenses
including working capital for the operation of Telfer
· Early development
works, study costs (including the Greatland Feasibility Study for
Havieron) and other similar costs of Havieron
· Corporate costs and
similar expenses, and costs, fees and expenses in connection with
the Working Capital Facilities
|
· Issue contingent
instruments such as bank guarantees, performance guarantees and
other contingent instruments in favour of counterparties to key
contracts for Telfer and Havieron
|
|
Interest
|
Bank Bill Swap Bid Rate
(BBSY) plus an agreed margin
|
Agreed fixed rates in
respect of financial guarantees and performance guarantees, payable
quarterly in arrears
|
|
Fees
|
· Up-front fee calculated
as an agreed percentage of the total commitments, payable on
financial close
· An undrawn commitment
fee of 40% of the margin on the undrawn amount available, accrues
from financial close and is payable quarterly in arrears
|
· Up-front fee calculated
as an agreed percentage of the total commitments, payable on
financial close
· Undrawn commitment fee
calculated as an agreed percentage on the undrawn amount available
accrues from financial close and is payable quarterly in
arrears
|
|
Maturity
|
1 December 2025
|
Earlier of 31 December 2027 and
36 months after financial close
|
|
Repayment
|
Revolving
Quarterly repayments may be
made, repaid amounts available for redraw until maturity
|
N/A
|
|
Security
|
Senior secured
Secured by:
· all present and after
acquired property of Greatland Pty Ltd
· security granted by
Greatland Holdings Group Pty Ltd over its shares in Greatland Pty
Ltd and its rights in subordinated loans owed by Greatland Pty Ltd
and a featherweight security (similar to a floating charge) over
its other present and after acquired property
· mining mortgages over
key tenements of Greatland Pty Ltd
· subject to obtaining
consent from third parties, real property mortgages over key
leases.
|
|
Mandatory prepayments
|
Customary mandatory
prepayments including illegality and insurance proceeds and
mandatory prepayment for warranty claims relating to the
Acquisition
|
|
Governing Law
|
Western Australia
|
|
Other
|
Customary representations,
undertakings, review events, and events of default for a debt
facility of this nature, and certain other ongoing obligations
|
Gold puts hedging program
Separately, Greatland has purchased put options from
the Banks in respect of 100,000 ounces of Telfer gold production
volumes. The weighted average strike price of the put options is
A$3,887.50 per ounce with a series of expiry dates through to
December 2025 as detailed in the table below. Greatland expects to,
in due course, hedge a further 50,000 ounces of Telfer gold
production volumes via put options.
Importantly, the put options establish a price level
at which Greatland would have the right, but not obligation, to
sell gold, therefore providing a minimum downside price protection
for the protected ounces while retaining full upside exposure to
the gold price across 100% of Telfer production volumes.
|
Quarter End Date
|
Gold Volumes
Under
Put Options (koz)
|
Average
Blended
Strike Price
|
|
31-Mar-2025
|
22,664
|
3,887.50
|
|
30-Jun-2025
|
30,868
|
3,887.50
|
|
30-Sep-2025
|
25,940
|
3,887.50
|
|
31-Dec-2025
|
20,528
|
3,887.50
|
|
Total
|
100,000
|
3,887.50
|
Greatland Chief Financial Officer, Dean Horton,
commented: "We are pleased to have
executed the A$100 million Syndicated Facility Agreement with our
leading Australian and international natural resource banking
syndicate of ANZ, ING and HSBC. Greatland appreciates the
support of these leading banks, who have been important partners
since 2022 as we have evolved from a developer to, very soon, a
producer."
"Together with the equity funded working capital successfully
raised for the Telfer-Havieron acquisition, the Syndicated Facility
Agreement provides important liquidity and financial flexibility
for Greatland's working capital requirements ahead of taking
ownership of the substantial Telfer-Havieron gold-copper
mine."
Contact
For further information, please
contact:
Greatland Gold plc
Shaun Day, Managing Director
| Rowan Krasnoff, Head of Business Development
info@greatlandgold.com
Nominated Advisor
SPARK Advisory Partners
Andrew Emmott / James Keeshan / Neil
Baldwin | +44 203 368 3550
Corporate Brokers
Canaccord Genuity |
James Asensio / George Grainger | +44 207 523
8000
Berenberg | Matthew
Armitt / Jennifer Lee | +44 203 368 3550
SI Capital Limited |
Nick Emerson / Sam Lomanto | +44 148 341
3500
Media Relations
UK - Gracechurch Group | Harry
Chathli / Alexis Gore / Henry Gamble | +44 204 582
3500
Australia - Fivemark Partners
| Michael Vaughan | +61 422 602 720
About Greatland
Greatland is a mining development and
exploration company focused primarily on precious and base
metals.
Havieron is located approximately 45km east of
the Telfer gold mine. The box cut and decline to the Havieron
orebody commenced in February 2021. Total development exceeds
3,060m including over 2,110m of advance in the main access decline
(as at 30 June 2024). Havieron is intended to leverage the
existing Telfer infrastructure and processing plant, which would
de-risk the development and reduces capital expenditure.
On 10 September 2024, Greatland announced that
certain of its wholly owned subsidiaries had entered into a binding
agreement with certain Newmont Corporation subsidiaries to acquire,
subject to certain conditions being satisfied, a 70% ownership
interest in the Havieron gold-copper project (consolidating
Greatland's ownership of Havieron to 100%), 100% ownership of the
Telfer gold-copper mine, and other related interests in assets in
the Paterson region. Completion of the acquisition is subject to
the satisfaction of certain conditions precedent and is scheduled
to occur on 4 December 2024.
Greatland has a proven track record of discovery
and exploration success and is pursuing the next generation of
tier-one mineral deposits by applying advanced exploration
techniques in under-explored regions. Greatland has a number of
exploration projects across Western Australia and in parallel to
the development of Havieron is focused on becoming a
multi-commodity miner of significant scale.