Dundee Precious Metals Announces Sale of Tsumeb Smelter for US$49 Million
March 07 2024 - 3:45AM
Dundee Precious Metals Inc. (TSX: DPM) (“DPM” or
“the Company”) today announced that it has entered into a
definitive share purchase agreement (the “SPA”) with a subsidiary
of Sinomine Resource Group Co. Ltd., (“Sinomine”) for the sale of
its interest in the Tsumeb smelter located in Namibia, including
all associated assets and liabilities, through the disposition of
all of the issued and outstanding shares it indirectly holds in
Dundee Precious Metals Tsumeb Holding (Pty) Ltd. (“DPMTH”) (“the
Transaction”) for consideration of US$49 million in cash.
“We are pleased to announce the sale of the
Tsumeb smelter, which is consistent with our strategic objective of
focusing on our gold mining assets and simplifying our portfolio
going forward. We are extremely proud of the investments that we
have made to transform Tsumeb’s operational and environmental
performance into a specialized custom smelter with a highly skilled
workforce,” said David Rae, President and Chief Executive
Officer.
“We would like to thank the government of
Namibia, the community of Tsumeb and our employees for their
support over the past 13 years. We will work closely with Sinomine
to ensure a smooth transition to support a successful future for
the operation and all of its stakeholders.”
DPM acquired the smelter in 2010 to secure a
processing outlet for the complex concentrate produced by the
Company’s Chelopech mine in Bulgaria. With developments in the
global smelting market and changes in the quality of the Chelopech
concentrate, DPM is able to place its Chelopech concentrate at
several other third-party facilities, providing secure and reliable
processing alternatives at favourable terms.
Key terms of the
transaction
Under the terms of the SPA, DPM, through the
sale of the shares of DPMTH, will transfer, on a debt-free and
cash-free basis, all assets and liabilities associated with the
Tsumeb smelter to Sinomine for consideration of US$49 million in
cash, subject to normal working capital adjustments following
closing (“the purchase price”). The Company has made limited
representations and warranties and provided certain indemnities to
Sinomine customary with transactions of this nature, subject to a
liability cap equal to 50% of the purchase price. The cash received
by DPM on closing will be less a US$5 million holdback to be held
in escrow for a period of six months to secure the Company’s
indemnity obligations under the SPA.
In addition, pursuant to the SPA, DPM is
entitled to be paid all cash collected from IXM S.A. with respect
to a positive balance in metals exposure outstanding at Tsumeb,
currently estimated to be approximately US$17.2 million, which will
constitute an increase in the purchase price.
The Transaction is subject to customary closing
conditions, including approval under the Namibia Competition Act
and approvals required from Chinese regulatory authorities for
overseas investments, and is expected to close in Q3 2024. DPM
expects to use the proceeds from the Transaction to further
strengthen its balance sheet and to support its core mining
business in line with its disciplined capital allocation
framework.
Cutfield Freeman & Co. Ltd. acted as
financial adviser to DPM in the Transaction.
About Dundee Precious Metals Inc.
Dundee Precious Metals Inc. is a Canadian-based
international gold mining company with operations and projects
located in Bulgaria, Namibia, Serbia and Ecuador. The Company’s
purpose is to unlock resources and generate value to thrive and
grow together. This overall purpose is supported by a foundation of
core values, which guides how the Company conducts its business and
informs a set of complementary strategic pillars and objectives
related to ESG, innovation, optimizing our existing portfolio, and
growth. The Company’s resources are allocated in-line with its
strategy to ensure that DPM delivers value for all of its
stakeholders.
For further information please contact:
David RaePresident and Chief Executive OfficerTel:
(416) 365-5191investor.info@dundeeprecious.com |
Jennifer CameronDirector, Investor RelationsTel:
(416) 219-6177jcameron@dundeeprecious.com |
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Cautionary Note Regarding Forward Looking
Statements
This news release contains “forward looking
statements” or “forward looking information” (collectively,
“Forward Looking Statements”) that involve a number of risks and
uncertainties. Forward Looking Statements are statements that are
not historical facts and are generally, but not always, identified
by the use of forward looking terminology such as “plans”,
“expects”, “is expected”, “budget”, “scheduled”, “estimates”,
“forecasts”, “outlook”, “intends”, “anticipates”, “believes”, or
variations of such words and phrases or that state that certain
actions, events or results “may”, “could”, “would”, “might” or
“will” be taken, occur or be achieved, or the negative of any of
these terms or similar expressions. Forward looking statements in
this news release include, without limitation, statements with
respect to the potential timing of the closing of the Transaction;
expected benefits to the Company from the Transaction; expected
additional payments for cash collected from IXM S.A. with respect
to a positive balance in metals exposure outstanding at Tsumeb; the
Company’s expectation regarding Namibian competition approval and
other regulatory approvals for the Transaction; the Company’s
expectations with respect to its ability to place its Chelopech
concentrate at several other third-party facilities without the
need to own and operate the Tsumeb smelter; the Company’s expected
use of proceeds; and the impact on its balance sheet. Forward
Looking Statements are based on certain key assumptions and the
opinions and estimates as of the date such statements are made, and
they involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of the Company to be materially different from any
other future results, performance or achievements expressed or
implied by the Forward Looking Statements. In addition to factors
already discussed in this news release, such factors include, among
others, there being no assurance that the Transaction will close,
the Transaction being subject to regulatory risks and
uncertainties, including without limitation, uncertainties with
respect to obtaining all required Namibian and other regulatory
approvals, discretion of the Company with respect to the use of
proceeds from the sale, uncertainties with respect to realizing the
benefits of the Transaction and/or collect additional payments in
full as estimated, risks relating to the Company’s business
generally, as well as those risk factors discussed or referred to
in any other documents (including without limitation the Company’s
most recent Annual Information Form and its most recent
Management’s Discussion & Analysis) filed from time to time
with the securities regulatory authorities in all provinces and
territories of Canada and available on SEDAR+ at www.sedarplus.com.
The reader has been cautioned that the foregoing list is not
exhaustive of all factors which may have been used. Although the
Company has attempted to identify important factors that could
cause 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 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. The
Company’s Forward Looking Statements reflect current expectations
regarding future events and speak only as of the date hereof.
Unless required by securities laws, the Company undertakes no
obligation to update Forward Looking Statements if circumstances or
management’s estimates or opinions should change. Accordingly,
readers are cautioned not to place undue reliance on Forward
Looking Statements.
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