13:21:51 EDT Sun 28 Apr 2024
Enter Symbol
or Name
USA
CA



TNR Gold Corp
Symbol TNR
Shares Issued 189,445,780
Close 2023-10-16 C$ 0.07
Market Cap C$ 13,261,205
Recent Sedar Documents

TNR Gold talks Los Azules financing

2023-10-16 15:08 ET - News Release

Mr. Kirill Klip reports

TNR GOLD NSR ROYALTY UPDATE - LOS AZULES COPPER, GOLD AND SILVER PROJECT - MCEWEN COPPER CLOSES ARS $42 BILLION INVESTMENT BY STELLANTIS

McEwen Mining Inc. has provided a significant financing update on the Los Azules copper, gold and silver project in San Juan, Argentina, in which TNR Gold Corp. holds a 0.4-per-cent net smelter return (NSR) royalty (of which a 0.04-per-cent royalty of the 0.4-per-cent NSR royalty is held on behalf of a shareholder). The Los Azules project is held by McEwen Copper Inc., a subsidiary of McEwen Mining.

The news release issued on Oct. 11, 2023, by McEwen Mining is as follows.

McEwen Copper, a subsidiary of McEwen Mining, has closed an additional 42-billion-Argentinian-peso investment by Stellantis N.V., one of the world's leading automakers and mobility providers with iconic brands, including Abarth, Alfa Romeo, Chrysler, Citroen, Dodge, DS Automobiles, Fiat, Jeep, Lancia, Maserati, Opel, Peugeot, RAM, Vauxhall, Free2Move and Leasys.

Stellantis, which in February, 2023, invested 30 billion Argentinian pesos, today invested an additional 42 billion Argentinian pesos in Argentina to acquire shares of McEwen Copper in a private placement of 1.9 million common shares. The proceeds of the private placement will be used to advance development of the Los Azules copper project in San Juan, Argentina, and for general corporate purposes.

Giving effect to the pending investment by Nuton LLC, also announced today, Stellantis increases its ownership to 19.4 per cent of McEwen Copper and McEwen Mining owns 47.7 per cent on a fully diluted basis. The transaction values McEwen Copper at approximately $800-million (U.S.).

In connection with the transaction, McEwen Copper and certain of its affiliates amended the investor rights agreement (IRA) with Stellantis, and the copper cathodes and concentrates purchase rights agreement (CCCPRA), further described below.

The Stellantis IRA was amended to make the carbon neutral commitment by 2038 not contingent on Stellantis maintaining a certain minimum ownership percentage in McEwen Copper. McEwen Copper intends to implement this commitment independent of Stellantis's involvement in the Los Azules project.

The CCCPRA was amended to provide for a minimum 10,000-tonne-per-annum copper cathode offtake, subject to certain restrictions and exclusions and further defined market price to be paid by Stellantis on future copper cathode purchases pursuant to the CCCPRA.

About McEwen Copper Inc.

McEwen Copper holds a 100-per-cent interest in the Los Azules copper project in San Juan, Argentina, and the Elder Creek project in Nevada, U.S.

Los Azules was ranked in the top 10 largest undeveloped copper deposits in the world by Mining Intelligence (2022). Its current copper resources are estimated at 10.9 billion pounds at a grade of 0.40 per cent copper (Cu) (indicated category) and an additional 26.7 billion pounds at a grade of 0.31 per cent Cu (inferred category). A preliminary economic assessment published in June, 2023, estimated a $2.7-billion after-tax net present value at 8 per cent at $3.75 per pound Cu and a 27-year mine life.

After closing the Nuton LLC investment, also announced today, McEwen Copper will have 30,937,615 common shares outstanding, and its shareholders are McEwen Mining -- 47.7 per cent, Stellantis -- 19.4 per cent, Nuton -- 14.5 per cent, Rob McEwen -- 12.9 per cent, Victor Smorgon Group -- 3.2 per cent and other shareholders -- 2.3 per cent.

About Stellantis N.V.

Stellantis is one of the world's leading automakers and a mobility provider. Its storied and iconic brands embody the passion of their visionary founders and today's customers in their innovative products and services, including Abarth, Alfa Romeo, Chrysler, Citroen, Dodge, DS Automobiles, Fiat, Jeep, Lancia, Maserati, Opel, Peugeot, Ram, Vauxhall, Free2move and Leasys. Powered by its diversity, Stellantis leads the way the world moves -- aspiring to become the greatest sustainable mobility tech company, not the biggest, while creating added value for all stakeholders as well as the communities in which it operates.

The McEwen Mining news release appears to be reviewed and verified by a qualified person (as that term is defined by National Instrument 43-101, Standards of Disclosure for Mineral Projects) and the procedures, methodology and key assumptions disclosed therein are those adopted and consistently applied in the mining industry, but no qualified person engaged by TNR has done sufficient work to analyze, interpret, classify or verify McEwen Mining's information to determine the current mineral resource or other information referred to in its news releases. Accordingly, the reader is cautioned in placing any reliance on the disclosures therein.

"We are pleased that significant developments on the advancement of the Los Azules copper project towards feasibility have led to the increased Stellantis holdings in McEwen Copper, as a strategic partner in the future development of this giant copper, gold and silver project. In February, 2023, Stellantis invested 30 billion Argentinian pesos and, with this additional investment of 42 billion Argentinian pesos, has a total investment of 72 billion Argentinian pesos. An investment of $10-million (U.S.) in McEwen Copper was also invested by Rio Tinto's Venture Nuton after its initial $25-million (U.S.) investments in 2022 and $30-million (U.S.) in 2023," stated Kirill Klip, TNR's chief executive officer. "TNR Gold's vision is aligned with the leaders of innovation among automakers like Stellantis, whose aim is decarbonizing mobility, and mining industry leaders like Rob McEwen's vision 'to build a mine for the future, based on regenerative principles that can achieve net zero carbon emissions by 2038.'

"The green energy revolution relies on the supply of critical metals like copper; delivering 'green copper' to Argentina and the world will contribute to the clean energy transition and electrification of transportation and energy industries.

"Strong team performance is accelerating the McEwen Copper Los Azules program in 2023. The Los Azules project preliminary economic assessment (PEA) results highlighted the potential to create very robust leach project, while reducing environmental footprint, and greater environmental and social stewardship sets the project apart from other potential mine developments.

"It's very encouraging to see an updated independent mineral resource estimate that has increased significantly.

"Together with Nuton, McEwen Copper is exploring new technologies that save energy, water, time and capital, advancing Los Azules towards the goal of the leading environmental performance. The involvement of Rio Tinto with its innovative technology, may also accelerate realizing the enormous potential of the Los Azules project.

"Los Azules was ranked in the top 10 largest undeveloped copper deposits in the world by Mining Intelligence (2022). TNR Gold does not have to contribute any capital for the development of the Los Azules project. The essence of our business model is to have industry leaders like McEwen Mining as operators on the projects that will potentially generate royalty cash flows to contribute significant value for our shareholders."

About TNR Gold Corp.

TNR Gold is working to become the green energy metals royalty and gold company.

Its business model provides a unique entry point in the creation of supply chains for critical materials like energy metals that are powering the energy revolution and the gold industry that is providing a hedge for this stage of the economic cycle.

TNR Gold's portfolio provides a unique combination of assets with exposure to multiple aspects of the mining cycle: the power of blue-sky discovery and important partnerships with industry leaders as operators on the projects that have the potential to generate royalty cash flows that will contribute significant value for TNR Gold's shareholders.

Over the past 27 years, TNR Gold, through its lead generator business model, has been successful in generating high-quality global exploration projects. With the company's expertise, resources and industry network, the potential of the Mariana lithium project and Los Azules copper project in Argentina among many others have been recognized.

TNR holds a 1.5-per-cent NSR (net smelter return) royalty on the Mariana lithium project in Argentina, of which a 0.15-per-cent NSR royalty is held on behalf of a shareholder. Ganfeng Lithium's subsidiary, Litio Minera Argentina (LMA), has the right to repurchase a 1.0-per-cent royalty of the NSR royalty on the Mariana project, of which 0.9 per cent is the company's NSR royalty interest. The company would receive $900,000 (Canadian) and its shareholder would receive $100,000 (Canadian) on the repurchase by LMA, resulting in TNR holding a 0.45-per-cent NSR royalty and its shareholder holding a 0.05-per-cent NSR royalty.

The Mariana lithium project is 100 per cent owned by Ganfeng Lithium. The Mariana lithium project has been approved by the Argentina provincial government of Salta for an environmental impact report and the construction of a 20,000-ton-per-annum lithium chloride plant has commenced.

TNR Gold also holds a 0.4-per-cent NSR royalty on the Los Azules copper project, of which a 0.04-per-cent royalty of the 0.4-per-cent NSR royalty is held on behalf of a shareholder. The Los Azules copper project is being developed by McEwen Mining.

TNR Gold also holds a 7-per-cent net profits royalty holding on the Batidero I and II properties of the Josemaria project that is being developed by Lundin Mining. Lundin Mining is part of the Lundin Group, a portfolio of companies producing a variety of commodities in several countries worldwide.

TNR Gold provides significant exposure to gold through its 90-per-cent holding in the Shotgun gold porphyry project in Alaska. The project is located in southwestern Alaska near the Donlin gold project, which is being developed by Barrick Gold and Novagold Resources. The company's strategy with the Shotgun gold project is to attract a joint venture partnership with a major gold mining company. The company is actively introducing the project to interested parties.

At its core, TNR provides a wide scope of exposure to gold, copper, silver and lithium through its holdings in Alaska (the Shotgun gold porphyry project) and royalty holdings in Argentina (the Mariana lithium project, the Los Azules copper project, and the Batidero I and II properties of the Josemaria project), and is committed to the continued generation of in-demand projects, while diversifying its markets and building shareholder value.

We seek Safe Harbor.

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