(All dollar amounts are in United States dollars unless otherwise
indicated)
NYSE AMERICAN: MTA
TSXV: MTA
VANCOUVER, BC, Sept. 13, 2021 /CNW/ - Metalla Royalty &
Streaming Ltd. ("Metalla" or the "Company") (NYSE
American: MTA) (TSXV: MTA) is pleased to announce it has entered
into a Royalty Purchase Agreement ("RPA") to acquire an
existing 5% net smelter return royalty ("NSR") from an arm's
length seller on the South Domes portion of the Castle Mountain
Gold mine ("Castle Mountain") owned by Equinox Gold Corp.
("Equinox")(NYSE: EQX; TSX: EQX) for a total consideration
of $15 million in cash.
Brett Heath, President &
CEO of Metalla, commented, "The Castle Mountain royalty provides
Metalla shareholders with exceptional long-term exposure to a
significant property operated by one of the industry's premier
operators. The 5% NSR covers the South Domes portion of the
producing Castle Mountain Gold Mine, soon to be one of the
USA's largest gold mines when the
phase 2 expansion is implemented. Metalla shareholders will gain a
meaningful 5% NSR on reserves and resources of nearly 2 million
ounces of gold on a mine expected to produce in excess of 200
Koz annually."
CASTLE MOUNTAIN (5% NSR)(1)(2)(3)(4)(8)
Castle Mountain is an operating heap leach and mill gold mine
located in California, USA north
of Equinox's Mesquite mine. Castle Mountain is being developed by
Equinox in two stages, Phase 1 and Phase 2. Phase 1 is currently
operating at the JSLA, Jumbo and Oro
Belle pits with an expected production of 30-40Koz of gold
annually. Phase 2, which is expected to begin in 2026 and includes
South Domes, is projected to expand production to more than 200koz
of gold annually. Castle Mountain is poised to become one of the
USA's largest gold mines with an
expected annual output of 218Koz and total all-in sustaining cost
of $858/oz over the 14-year Phase 2
mine plan. Castle Mountain currently boasts 4.2Moz of gold
reserves, of which South Domes covers 1.1Moz gold reserves. Equinox
has outlined the potential to expand the 2021 Feasibility Mineral
Reserve pits to ultimately connect the JSLA and South Domes
pits.
The NSR covers all of the South Domes mineralization at the
Castle Mountain operation.
SOUTH DOMES RESERVE & RESOURCE ESTIMATE
(1)(2)(4)(5)(6)(7)
Reserve &
Resource Estimate
|
|
Tonnes
|
Gold
|
|
(000's)
|
(g/t)
|
(Koz)
|
Proven
Reserves
|
27,100
|
0.63
|
550
|
Probable
Reserves
|
27,700
|
0.62
|
560
|
Proven &
Probable Reserves
|
54,800
|
0.63
|
1,100
|
Measured
Resources
|
33,838
|
0.64
|
701
|
Indicated
Resources
|
32,568
|
0.61
|
643
|
Measured &
Indicated Resources
|
66,406
|
0.63
|
1,347
|
Inferred
Resources
|
39,190
|
0.47
|
588
|
CASTLE MOUNTAIN RESERVE & RESOURCE ESTIMATE
(1)(2)(4)(5)(6)
Reserve &
Resource Estimate
|
|
Tonnes
|
Gold
|
|
(000's)
|
(g/t)
|
(Koz)
|
Proven
Reserves
|
84,910
|
0.55
|
1,498
|
Probable
Reserves
|
172,990
|
0.48
|
2,670
|
Proven &
Probable Reserves
|
257,900
|
0.51
|
4,168
|
Measured
Resources
|
781
|
0.68
|
17
|
Indicated
Resources
|
73,452
|
0.62
|
1,453
|
Measured &
Indicated Resources
|
74,233
|
0.62
|
1,470
|
Inferred
Resources
|
69,890
|
0.63
|
1,422
|
TRANSACTION STRUCTURE
The consideration paid by the Company in the transaction will be
comprised of an initial upfront payment of $10 million in cash at closing, with the
remaining $5 million to be paid
within twenty months from the closing date bearing interest at a
rate of 4% per annum from the closing date. Closing of the
transaction is subject to customary closing conditions.
FINANCIAL UPDATE
The Company is also pleased to announce that it will drawdown
(the "Drawdown") an additional C$3
million (the "Drawdown Amount") under its existing
amended and restated convertible loan facility (the "Convertible
Loan Facility") with Beedie Capital ("Beedie"), the
terms of which are disclosed in the Company's news release dated
July 29, 2020. This Drawdown will
increase the total amount drawn under the Convertible Loan Facility
to C$8 million with an additional
C$12 million remaining available to
the Company. The Drawdown is subject to the acceptance of the TSX
Venture Exchange ("TSXV").
The Company is also pleased to provide an update on its
at-the-market equity program (the "2021 ATM Program")
announced on May 14, 2021. As of the
date of this news release, Metalla has sold 1,287,701 Common Shares
under the 2021 ATM Program for gross proceeds of $11.4 million. As a result of these proceeds, the
Company is fully funded to make the $10
million closing payment for the royalty acquisition on
Castle Mountain.
QUALIFIED PERSON
The technical information contained in this news release has
been reviewed and approved by Charles
Beaudry, geologist M.Sc., member of the Association of
Professional Geoscientists of Ontario and the Ordre des Géologues du Québec
and a consultant to Metalla. Mr. Beaudry is a Qualified Person as
defined in National Instrument 43-101 Standards of disclosure
for mineral projects.
ABOUT METALLA
Metalla was created for the purpose of providing shareholders
with leveraged precious metal exposure by acquiring royalties and
streams. Our goal is to increase share value by accumulating a
diversified portfolio of royalties and streams with attractive
returns. Our strong foundation of current and future
cash-generating asset base, combined with an experienced team,
gives Metalla a path to become one of the leading gold and silver
companies for the next commodities cycle.
For further information, please visit our website at
www.metallaroyalty.com.
ON BEHALF OF METALLA ROYALTY & STREAMING LTD.
signed "Brett Heath"
Website: www.metallaroyalty.com
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the Exchange) accept
responsibility for the adequacy or accuracy of this
release.
Notes:
|
(1)
|
For details on the
estimation of mineral resources and reserves, including the key
assumptions, parameters and methods used to estimate the Mineral
Resources and Mineral Reserves and technical data on the project,
Canadian investors should refer to the NI 43-101 Technical Reports
for the Castle Mountain Project titled "Technical Report on the
Castle Mountain Project Feasibility Study" dated March 17, 2021
(the "2021 Technical Report") and on file at www.sedar.com and the
NI 43-101 Technical Report on the Preliminary Feasibility Study for
the Castle Mountain Project dated August 28, 2018 and on file at
www.sedar.com.
|
(2)
|
See Equinox Gold Q2
Results Presentation Dated August 5, 2021
|
(3)
|
See Equinox Gold
March 22, 2021 News Release Castle Mountain 2 Expansion ("Equinox
Gold Announces Positive Feasibility Study for Castle Mountain Phase
2 Expansion")
|
(4)
|
South Domes Resources
are reported inclusive of Reserves. Castle Mountain Resources are
reported exclusive of Reserves
|
(5)
|
Numbers may not add
due to rounding.
|
(6)
|
Mineral resources
which are not mineral reserves do not have demonstrated economic
viability.
|
(7)
|
Imperial units for
tons were converted to metric using: (tons * 0.907185), imperial
units for gold grade were converted to metric units using:
(grade/0.907185*31.1035).
|
(8)
|
The Castle Mountain
royalty applies to the Golden Clay mineral claims covering the
south domes regions.
|
TECHNICAL AND THIRD-PARTY INFORMATION
Except where otherwise stated, the disclosure in this press
release relating to the Castle Mountain property is based on
information publicly disclosed by the owners or operators of this
property and information/data available in the public domain as at
the date hereof and none of this information has been independently
verified by Metalla. Specifically, as a royalty holder, Metalla has
limited, if any, access to the property subject to the royalty.
Although Metalla does not have any knowledge that such information
may not be accurate, there can be no assurance that such
third-party information is complete or accurate. Some information
publicly reported by the operator may relate to a larger property
than the area covered by Metalla's royalty interests. Metalla's
royalty interests often cover less than 100% and sometimes only a
portion of the publicly reported mineral reserves, mineral
resources and production of a property.
Unless otherwise indicated, the technical and scientific
disclosure contained or referenced in this press release, including
any references to mineral resources or mineral reserves, was
prepared in accordance with Canadian National Instrument 43-101
("NI 43-101"), which differs significantly from the requirements
of the U.S. Securities and Exchange Commission (the "SEC")
applicable to U.S. domestic issuers. Accordingly, the scientific
and technical information contained or referenced in this press
release may not be comparable to similar information made public
by U.S. companies subject to the reporting and disclosure
requirements of the SEC.
"Inferred mineral resources" have a great amount of uncertainty
as to their existence and great uncertainty as to their economic
and legal feasibility. It cannot be assumed that all or any part of
an inferred mineral resource will ever be upgraded to a higher
category. Historical results or feasibility models presented herein
are not guarantees or expectations of future performance.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Often, but not always, forward-looking statements can be
identified by the use of words such as "plans", "expects", "is
expected", "budgets", "scheduled", "estimates", "forecasts",
"predicts", "projects", "intends", "targets", "aims",
"anticipates" or "believes" or variations (including
negative variations) of such words and phrases or may be
identified by statements to the effect that certain actions "may",
"could", "should", "would", "might" or "will" be taken, occur or
be achieved. Forward-looking statements and information include,
but are not limited to, statements with respect to expected
construction and production at the Castle Mountain project, the
accretive nature of and value to be derived from the transactions,
future exploration, development, production, costs, recoveries,
cash flow, the profitability margins that are expected to be
achieved, life of mine, relative size of mine, expansion, current
and potential future estimates of mineral reserves and resources
on, and other anticipated developments, achievements and economics
of, the Castle Mountain project, the Company's potential to become
a leading gold and silver company, accumulate additional royalties
and streams, future returns, future cash generation and other
anticipated or possible future developments at the Castle Mountain
project. Forward-looking statements and information are based on
forecasts of future results, estimates of amounts not yet
determinable and assumptions that, while believed by management to
be reasonable, are inherently subject to significant business,
economic and competitive uncertainties, and contingencies.
Forward-looking statements and information are subject to various
known and unknown risks and uncertainties, many of which are beyond
the ability of Metalla to control or predict, that may cause
Metalla's actual results, performance or achievements to be
materially different from those expressed or implied thereby, and
are developed based on assumptions about such risks, uncertainties
and other factors set out herein, including but not limited
to: the risk that the parties may be unable to satisfy the
closing conditions for the contemplated transactions or that the
transactions may not be completed; the Company's ability to make
the required payments under the RPA including the remaining
$5M payment; the completion of the
Drawdown under the Convertible Loan Facility and the receipt of
required TSXV approvals; the future conversion of the Drawdown
Amount; risks associated with the impact of general
business and economic conditions; the absence of control over
mining operations from which Metalla will purchase precious metals
or from which it will receive stream or royalty payments and risks
related to those mining operations, including risks related to
international operations, government and environmental regulation,
delays in mine construction and operations, actual results of
mining and current exploration activities, conclusions of economic
evaluations and changes in project parameters as plans are
refined; problems related to the ability to market precious metals
or other metals; industry conditions, including commodity price
fluctuations, interest and exchange rate fluctuations;
interpretation by government entities of tax laws or the
implementation of new tax laws; regulatory, political or economic
developments in any of the countries where properties in which
Metalla holds a royalty, stream or other interest are located or
through which they are held; risks related to the operators of the
properties in which Metalla holds a royalty or stream or other
interest, including changes in the ownership and control of such
operators; risks related to global pandemics, including the novel
coronavirus (COVID-19) global health pandemic, and the spread of
other viruses or pathogens; influence of macroeconomic
developments; business opportunities that become available to, or
are pursued by Metalla; reduced access to debt and equity capital;
litigation; title, permit or license disputes related to interests
on any of the properties in which Metalla holds a royalty, stream
or other interest; the volatility of the stock market;
competition; future sales or issuances of debt or equity
securities; use of proceeds; dividend policy and future payment of
dividends; liquidity; market for securities; enforcement of civil
judgments; and risks relating to Metalla potentially being a
passive foreign investment company within the meaning of U.S.
federal tax laws; and the other risks and uncertainties disclosed
under the heading "Risk Factors" in the Company's most recent
annual information form, annual report on Form 40-F and other
documents filed with or submitted to the Canadian securities
regulatory authorities on the SEDAR website at www.sedar.com and
the U.S. Securities and Exchange Commission on the EDGAR website
at www.sec.gov. Metalla 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 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.
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SOURCE Metalla Royalty and Streaming Ltd.