14:10:55 EDT Fri 19 Apr 2024
Enter Symbol
or Name
USA
CA



Nevada Copper Corp
Symbol NCU
Shares Issued 761,935,897
Close 2020-04-03 C$ 0.16
Market Cap C$ 121,909,744
Recent Sedar Documents

Nevada Copper firms up refinancing terms

2020-04-03 19:31 ET - News Release

Mr. Matthew Gili reports

NEVADA COPPER PROVIDES UPDATE ON BALANCE SHEET STRENGTHENING FINANCING PACKAGE

Nevada Copper Corp., further to its press releases on March 27, 2020, and March 30, 2020, is providing an update in respect of the balance sheet strengthening package announced on March 27, 2020 (collectively, the refinancing transactions). Additional information is set out herein with respect to the convertible loan facility entered into with Pala Investments Ltd. on March 27, 2020. The company expects conditional listing approval from the Toronto Stock Exchange in respect of the share issuances to Pala described herein and to permit the conversion feature in respect of the convertible loan to be granted on or about April 6, 2020.

All amounts herein are in U.S. dollars unless otherwise indicated.

Convertible loan

The conversion price of the convertible loan has now been fixed at 15.75 Canadian cents. Pala may, at any time, and from time to time, convert all or a portion of the convertible loan, including any accrued interest thereon, into common shares of the company at the conversion price. As noted in the prior press releases, the convertible loan bears interest at the rate of 14 per cent per year, quarterly in arrears. The company has the option to pay such interest in cash if permitted by the company's senior credit facilities. In the event that the company elects not to pay such interest in cash, Pala has the option to either: (i) receive the amount of such interest payment through the issuance of common shares based on the market price (as such term is defined in the policies of the TSX) of the common shares at the time of such interest payment; or (ii) add the amount of such interest payment to the then outstanding principal amount of the convertible loan (which shall thereafter accrue interest at the interest rate under the convertible loan), in which case such interest will either be repaid on maturity of the convertible loan or converted into common shares at the conversion price. The convertible loan is also repayable subject to a make-whole amount, whereby Pala will receive the balance of all remaining interest amounts to the end of the full term of the convertible loan, upon certain change of control events.

Potential maximum dilution in respect of the refinancing transactions

Prior to giving effect to the refinancing transactions, Pala currently owns 274,379,447 common shares, being approximately 36.01 per cent of the issued and outstanding common shares. Assuming the issuance of the 31.4 million common shares in respect of fees relating to the repayment of the $30-million unsecured credit facility entered into with Pala on Nov. 29, 2019, as amended, the issuance of 7.5 million common shares in respect of the fee payable in respect of the backstop agreement entered into on March 27, 2020, among the company, Pala and Triple Flag Mining Finance Bermuda Ltd., and the issuance of the 18.9 million common shares relating to the fees payable to Pala in connection with the provision by Pala of guarantees of certain surety bonds provided to third party contractors to support the ramp-up process relating to the Pumpkin Hollow underground mine, the number of common shares that may be issued as a result of the refinancing transactions to Pala and in total is set out in the accompanying table (including the common shares issuable upon the due exercise of the 15 million common share purchase warrants issued to Triple Flag Precious Metals Corp., and assuming exercise in full of the backstop at the common share prices set forth in the table and the exercise of the convertible loan at the conversion price, and assuming all interest under the convertible loan is capitalized and converted at maturity at the conversion price, in each case based on the exchange rates noted in the table).

                                                                                                           % of common
                                                                      % of common     Total number       shares issued
                                                   % of common       shares owned        of common     pursuant to the
                                                  shares owned   by Pala relative    shares issued         refinancing
                            Total number of   by Pala relative   to common shares  pursuant to the        transactions
                              common shares          to common  outstanding after      refinancing  relative to common
                             issued to Pala   shares currently        refinancing     transactions    shares currently
                               (in millions)       outstanding       transactions     (in millions)        outstanding

C$0.10/       $1 = C$0.68             879.8             115.5%              69.7%            894.8              117.4%
common
share
Backstop/     $1 = C$0.73             819.5             107.6%              68.5%            834.5              109.5%
C$0.1575
conversion
price         $1 = C$0.76             787.1             103.3%              67.9%            802.1              105.3%

              -----------             -----             ------              -----            -----              ------

C$0.20/       $1 = C$0.68             732.7              96.2%              66.7%            747.7               98.1%
common
share
Backstop/     $1 = C$0.73             682.5              89.6%              65.6%            697.5               91.5%
C$0.1575
conversion
price         $1 = C$0.76             655.6              86.0%              64.9%            670.6               88.0%

Note: If the Canadian dollar weakens below $1.00 equals 68 Canadian cents, then the number of common shares issuable 
to Pala will proportionately increase.

The ability of Pala to convert any accrued and/or capitalized interest under the convertible loan at the conversion price would typically require shareholder approval under the policies of the TSX, as the conversion price may be at a price that is outside TSX allowable pricing rules at the time such accrued and/or capitalized interest becomes due; however, the company expects to be exempt from such shareholder approval requirement pursuant to the "financial hardship" exemption that it has applied for.

About Nevada Copper Corp.

Nevada Copper is a copper producer and the owner of the Pumpkin Hollow copper project. Located in Nevada, United States, Pumpkin Hollow has substantial reserves and resources, including copper, gold and silver. The company's two fully permitted projects include the high-grade underground mine and processing facility, now in production, and a large-scale open-pit project, which is advancing toward feasibility status.

We seek Safe Harbor.

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