NOVO AGREES TO SELL STAKE IN NEW FOUND GOLD FOR C$125.9 MILLION.

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Algemeen advies 13/04/2022 06:23
KEY POINTS
• Novo has agreed to sell its stake of 15 million shares in New Found Gold Corp. (TSXV: NFG) (“New Found”)
to a corporation controlled by Eric Sprott for gross proceeds of C$125.9 million pursuant to arm’s length
negotiations (the “Transaction”) representing an aggregate 9.3% premium to market
• Completion of the Transaction will leave Novo debt-free and with a pro-forma cash balance of almost C$97
million1
, with funds providing Novo with the flexibility to aggressively advance exploration efforts across
the Pilbara and Victoria, while expediting a Feasibility Study on the Fresh component of the Company’s
Beatons Creek project in Nullagine, Western Australia
VANCOUVER, BC - Novo Resources Corp. (“Novo” or the “Company”) (TSX: NVO, NVO.WT & NVO.WT.A)
(OTCQX: NSRPF) is pleased to announce that it has agreed to sell its 15 million New Found shares to a
corporation controlled by Eric Sprott for gross proceeds of approximately C$125.9 million pursuant to arm’s
length negotiations and at a significant premium of 9.3% to New Found’s closing price of C$7.68 as of April 11,
2022.
“Novo has always considered its sizeable investment portfolio as a means to fund growth expenditure”
commented Mr. Mike Spreadborough, Executive Co-Chairman of Novo. “The sale of our New Found holding
at a premium of 9.3% to the closing price of C$7.68 is an excellent result and allows Novo to deleverage our
balance sheet, continue to focus on optimizing operations at Beatons Creek and aggressively accelerate growth
and expansion plans across Western Australia and Victoria. We would also like to thank Sprott Lending for their
support since our transition to operations in late 2020.”
The first tranche of the Transaction totals 8.25 million New Found shares at C$8.35 per share for gross
proceeds of C$68.9 million and is scheduled to complete on April 27, 2022 (“Tranche 1”). Tranche 1 is not
subject to any regulatory approvals. The price per share payable under Tranche 1 represents an 8.7% premium
to New Found’s most recent closing price and a 10.1% premium to New Found’s 10-day volume-weighted
average price (“VWAP”).
The second tranche of the Transaction totals 6.75 million New Found shares at C$8.45 per share for gross
proceeds of C$57.0 million and is scheduled to settle on August 5, 2022 (“Tranche 2”). The New Found shares
representing Tranche 2 are subject to escrow provisions and the consent of the TSX Venture Exchange, on
which New Found’s common shares trade, to the transfer of the Tranche 2 shares is required. The price per
share payable under Tranche 2 represents a 10.0% premium to New Found’s most recent closing price and an
11.5% premium to New Found’s 10-day VWAP.
Pursuant to a general security agreement and terms ofthe US$40 million (approximately C$50.5 million)senior
secured credit facility (the “Credit Facility”)2 with Sprott Private Resource Lending II (Collector), LP (“Sprott
Lending”), Sprott Lending has consented to the Transaction and has advised Novo that it will not require
repayment of the Credit Facility in full until settlement of Tranche 2. This will result in Novo being debt-free
upon completion of the Transaction. Concurrently, the minimum unrestricted cash balance covenant in the
Credit Facility has been increased to US$25.0 million.
Assuming completion of the Transaction and repayment of the Credit Facility, Novo’s pro-forma cash position
is approximately C$97.1 million1
. This funding will provide Novo with the flexibility to aggressively advance
1 This balance represents Novo’s current cash balance of approximately C$21.7 million plus gross proceeds of the Transaction of approximately C$125.9 million less repayment of the Credit Facility of
approximately C$50.5 million at the current US$-C$ foreign exchange rate of 1.2621:1 per the Bank of Canada’s exchange rate lookup. Figures may differ immaterially from final results due to foreign
exchange and rounding differences.
2 Refer to note 14 of the Company’s audited consolidated financial statements for the year ended December 31, 2021, which are available under Novo’s profile on SEDAR at www.sedar.com.

exploration efforts across the Pilbara and Victoria, while expediting a Feasibility Study on the Fresh component
of the Company’s Beatons Creek project in Nullagine, Western Australia3
.
Subsequent to completion of the Transaction, the Company’s strategic investment portfolio will still include a
6.9% stake in ASX-listed joint venture partner Kalamazoo Resources Limited, a 2.2% stake in ASX-listed joint
venture partner GBM Resources Ltd., and a 12.4% stake in unlisted Elementum 3D, Inc. (“E3D”). This portfolio
is currently worth approximately C$21.0 million4
.
QP STATEMENT
Dr. Quinton Hennigh (P.Geo.) is the qualified person, as defined under National Instrument 43-101 Standards
of Disclosure for Mineral Projects, responsible for, and having reviewed and approved, the technical
information contained in this news release. Dr. Hennigh is the Non-Executive Co-Chairman and a director of
Novo.
CAUTIONARY STATEMENT
The decision by the Company to produce at Beatons Creek was not based on a feasibility study of mineral
reserves demonstrating economic and technical viability and, as a result, there is an increased uncertainty of
achieving any particular level of recovery of minerals or the cost of such recovery, including increased risks
associated with developing a commercially mineable deposit. Production has not achieved forecast to date.
Historically, such projects have a much higher risk of economic and technical failure. There is no guarantee that anticipated production costs will be achieved. Failure to achieve the anticipated production costs would
have a material adverse impact on the Company’s cash flow and future profitability.
The Company cautions that its declaration of commercial production effective October 1, 20215 only indicates
that Beatons Creek was operating at anticipated and sustainable levels and it does not indicate that economic results will be realized.



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