YAMANA GOLD INC. (TSX:YRI; NYSE:AUY) (“Yamana” or the “Company”) is
pleased to announce it has agreed to sell the wholly-owned Chapada
mine (the “Sale Transaction”) to Lundin Mining Corporation
(TSX:LUN) (“Lundin”) for total consideration of over $1.0 billion.
Chapada, located in the State of Goiás, Brazil, is a copper
mine with additional gold production that was developed by the
Company and began production in 2007. Under the terms of the
agreement with Lundin, Yamana will receive cash consideration of
$800 million at closing, additional consideration of up to $125
million based on the price of gold, a $100 million payment
contingent on the development of a pyrite circuit to optimize the
operation, and a royalty on the adjacent Suruca gold
project. Yamana will host a conference call and webcast
at 8:00 am ET on Monday, April 15, 2019 to discuss the Sales
Transaction. Call details are outlined at the end of this
news release.
Peter Marrone, Executive Chairman of Yamana,
commented: “While Chapada has been a valued asset for Yamana, the
Sale Transaction delivers a significant gain, delivers a high
after-tax return and financially repositions the Company with a
significant and immediate improvement to overall financial
flexibility, thereby allowing the Company to pursue near-term value
maximizing portfolio opportunities and also to increase shareholder
returns, initially by way of a 100% increase in the annual
dividend.”
The Company conducted direct discussions with
several possible purchasers which ultimately led to the Sale
Transaction. The Company concluded that the consideration
paid pursuant the Sale Transaction represents fair value for the
asset. The Company took several factors into account when
considering the Sale Transaction, including initially indicative
and then definitive terms offered by the purchaser and others,
results of extensive negotiations, future capital needs of Chapada
and comparative benefits of leverage improvements. The
Company also considered that the planned expansion was included in
arriving at the valuation for Chapada. Further, the expansion
would require significant and immediate commitment to capital and
any delay would put at risk and erode that value. Previously,
the Company had indicated that a gating item to the expenditure of
capital for the expansion would be a meaningful improvement to the
balance sheet. While the Company expects, and is on track, to
derive significant free cash flow in the next several years, the
resulting cash increases would be sufficient to fund the expansion
although not immediately. Further, the capital requirements
for the expansion would restrict the ability of the Company to
pursue other organic opportunities on its other assets or increase
cash returns to shareholders.
The Board of Directors of the Company obtained
separate opinions from each of Citi and Rothschild & Co that
the consideration to be received by the Company in the Sale
Transaction was fair from a financial point of view to the Company
as of the date of such opinions. The opinions were based on
and subject to the assumptions made, procedures followed, matters
considered and limitations and qualifications on the review
undertaken as more fully described in such opinions.
(All amounts are expressed in United States
dollars unless otherwise indicated.)
Pursuant to the Sale Transaction, Yamana will
receive the following consideration:
- $800 million in cash, payable at closing;
- Additional cash payments of up to $125 million based on
the price of gold over the five-year period from the date of
closing, as follows: a. $10 million per year for each year
over the next 5 years where the gold price averages over $1,350/oz,
up to a maximum cash payment of $50 million; b. Additional $10
million per year for each year over the next 5 years where the gold
price averages over $1,400/oz, up to a maximum cash payment of $50
million; and c. Additional $5 million per year for each year
over the next 5 years where the gold price averages over $1,450/oz,
up to a maximum cash payment of $25 million.
- $100 million payment contingent on the development of a pyrite
roaster at Chapada by Lundin; and
- 2% net smelter return (NSR) royalty on gold production from the
Suruca deposit.
In respect of the pyrite roaster, the Company is
engaged in several studies to evaluate the project.
Preliminary studies show the potential for significant benefits
including cost savings from power generation, the sale of
by-product sulphuric acid, and production increases for copper and
gold from recovery improvements.
Suruca is a gold-only project 7 kilometers
northeast of Chapada with an oxide zone scheduled to deliver
production of 50,000 ounces per year over 5 years and an underlying
sulphide zone with current proven and probable mineral reserves of
762,000 ounces (estimated at 42.7 Mt of sulphide material grading
0.56 g/t Au) and measured and indicated mineral resources of 1.4
million ounces that remains open for expansion (estimated at 82.3
Mt grading 0.54 g/t Au). Total proven and probable gold mineral
reserves for Suruca are estimated at 65.2 Mt grading 0.51 g/t Au
containing approximately 1.1 million ounces of gold, inclusive of
22.5 Mt of oxide material grading 0.41 g/t Au containing
approximately 300,000 ounces of gold and 42.7 Mt of sulphide
material grading 0.56 g/t Au containing approximately 762,000
ounces of gold. Based on the mineral reserves and mineral
resources, the production potential of the Suruca sulphide zone is
expected to range between 120,000 and 150,000 ounces per year based
on a processing plant capacity of 8 million tonnes per year.
The Company has been evaluating development options for the
sulphide project along with extending the deposit with an
exploration program and had previously completed a feasibility
study for the oxide deposit.
The total consideration exceeds the current
carrying value and, as such, on closing of the Sale Transaction the
Company expects to report a significant after-tax gain resulting in
an overall after-tax internal rate of return to the Company of
approximately 50 per cent, including the initial acquisition cost
for Chapada.
The Sale Transaction is subject to customary
regulatory and third party approvals and other customary closing
conditions and is expected to close in the third quarter of
2019. The Sale Transaction is not subject to any financing
conditions.
Strategic Rationale for
Yamana
Financial flexibility is a core value and of
strategic importance to the Company. The Sale Transaction
affords Yamana an immediate and significant improvement to the
balance sheet while positioning the Company as a dominant
intermediate precious metals producer, consistent with the
long-held strategic objective.
Further highlights in respect to the strategic
rationale of the Sale Transaction and benefits to the Company on
closing of the transaction are as follows:
- Immediate Leverage Reduction – The up front
cash consideration of $800 million provides for significant
deleveraging benefits highlighted by a decline in current
ND/EBITDA(1,2,3) to 1.5x from the year-end 2018 value of 2.5x with
an opportunity for further reductions based on the contingent
payments. The Company is prioritizing the repayment of the
outstanding revolving credit facility and then the repayment of
near and medium-term fixed term debt maturities.
- Improved Financial Flexibility – The Sale
Transaction provides a significant improvement to the Company’s
financial flexibility going forward due to annualized interest
savings in excess of $35 million. Additionally, the
redirection of cash flow that would have been otherwise allocated
to Chapada enables the maximization of the value enhancing
opportunities at the Company’s other operations.
- Rebalanced Portfolio – The resultant
production platform, comprised of five high quality precious metal
mines in the Americas, is expected to deliver continued balance
sheet improvements supported by a compelling free cash flow
outlook, both in magnitude and duration. The Company
forecasts ND/EBITDA(1,2) of 1.0x at year-end 2021, in line with the
Company’s updated target for net debt leverage, as compared to 1.5x
previously.
- Increased Shareholder Returns,
Dividend Increased – The improved balance sheet and
interest savings will enable the Company to increase its dividend
significantly thereby improving its returns to shareholders and
allowing the Company flexibility of further capital returns,
including a share buyback.
Increasing Dividend
Effective April 14, 2019, and conditional on
closing of the Sale Transaction, the Board of Directors of the
Company has approved a 100% increase in its annual dividend to
$0.04 per share, an increase that is more than covered by the
magnitude of savings in interest payments from planned debt
retirement, while also being reflective of the Company’s free cash
flow outlook, quality of the production base, and strength of the
balance sheet.
Normal Course Issuer Bid
Separately, the Company announces that it
intends to make a normal course issuer bid (a “NCIB”) to purchase
up to 5% of the Company’s issued and outstanding common shares (the
“Common Shares”) on the Toronto Stock Exchange (the “TSX”) and New
York Stock Exchange.
Further details related to the Company’s NCIB
announcement will available in a separate press release to be
issued following approval of the NCIB by the TSX.
Pro Forma Production
Profile
With the sale of Chapada, the Company’s
production platform would be comprised of five high-quality mines
in the Americas, two in Chile, and one in each of Canada, Brazil,
and Argentina. Approximately 85% of the Company’s revenue would be
derived from gold and another 15% from
silver.
With a closing of the Sale Transaction in the
third quarter of 2019, attributable production for 2019 is expected
to approximate 1 million gold equivalent ounces ("GEO"). The
indicative pro forma production outlook through 2021 is presented
in the following table. 2019 consolidated unit costs
excluding Chapada are expected to be within the provided cost
ranges previously disclosed in our 2019-2021 Outlook released on
February 14, 2019. An official update to Company guidance
will be provided on closing of the transaction.
Production |
2019 |
2020 |
2021 |
Total Gold Equivalent (oz.) (1,2) |
|
|
|
Pro forma outlook |
1,000,000 |
1,020,000 |
1,020,000 |
- GEO includes gold plus silver with silver converted to a gold
equivalent at a ratio of 79.6:1 for 2018 and a forecast ratio of
82.5:1 for 2019, 2020 and 2021.
- Excluding any attribution from Yamana’s interest in Leagold
Mining Corporation.
Additionally, with the divestiture of Chapada
the Company would see its 2019 guidance for overall expenditures
decline as follows: sustaining capex by $15 million, costs of
adding to long-term stockpiles by $25 million, expansionary capex
by $2 million, and DD&A by $25 million. The Company is,
however, planning an increase in exploration expenditures going
forward with the annualized increase expected to be up to $20
million through the guidance period. This is consistent with
plans to use the improved financial flexibility to maximize value
enhancing initiatives. The Company’s exploration program is
one such initiative.
Growth Opportunities and Increased
Exploration Budgets
The financial flexibility afforded by the Sale
Transaction will enable the Company to be opportunistic with
respect to high quality opportunities within the portfolio to grow
production, expand margins and also to expand mineral
resources.
Opportunities have been identified to increase
higher-margin production from existing mines by in excess of
150,000 gold-equivalent ounces per year, an increase of over 15%
from the current production run-rate and additive to current
guidance. Consistent with the Company’s strategy, these
opportunities are to be funded by cash flows from operations noting
that the expected capital requirements are more than covered by
free cash flow. The projects currently in the evaluation stage
include the following:
- Jacobina: Two options are being evaluated to increase
production beyond 150,000 ounces per year, with the increase
supported by higher grades, as delineated by the 2017 and 2018
drill program, and through the application of higher milling rates.
The first option considers production increases to between 165,000
to 170,000 gold-equivalent ounces per year through a mill
optimization to 6,500 tonnes per day (“tpd”) from the current
operating rate of 5,800 tpd. The second option considers a
larger increase in the plant capacity to between 8,000 and 8,500
tpd, which would further significantly increase
production.
- Canadian Malartic (50% interest): The Company and its partner
are currently evaluating opportunities for the development of the
Odyssey and East Malartic deposits with extraction expected to be
by way of underground mining methods with ore fed to the existing
Malartic mill, displacing a portion of the lower grade open pit
ores. Preliminary studies show the potential for production
increases of approximately 75,000 gold-equivalent ounces per year
(50% interest). Further evaluation through additional
drilling from underground access points, resource delineation, and
engineering would be required to advance Odyssey and East Malartic
towards development decisions.
- Cerro Moro: An aggressive drill program is planned for 2019 to
delineate near-mine targets and test major near-mine and regional
structures. An increase in mineral reserves would unlock
opportunities to expand the existing processing plant and to
transition to grid power resulting in both production increases and
a reduction to operating costs.
Separately, the Company is also advancing
technical studies on the Agua Rica project, a large porphyry-style
copper-gold-molybdenum-silver deposit located in the Catamarca
province, Argentina. Agua Rica presents an opportunity for
the Company to maintain significant copper exposure where
development and ownership decisions are to be aligned with the
Company’s capital allocation priorities and strategies. The
Company recently signed and an integration agreement pursuant to
which the Agua Rica project would be developed and operated using
the existing infrastructure and facilities of Minera Alumbrera
Limited in the Catamarca Province of Argentina. The agreement
represents a significant step forward towards the optimization of
Agua Rica. The Alumbrera infrastructure, including the
existing infrastructure for concentrate logistics located in
northern Argentina between the mine site and the port, presents a
unique opportunity to enhance project economics while also reducing
both the project complexity and environmental footprint.
Preliminary studies show the potential for a mine life in excess of
25 years at average annual production of approximately 236,000
tonnes (520 million pounds) of copper-equivalent metal(4),
including the contributions of gold, molybdenum, and silver, for
the first 10 years of operation. This is based on the Agua
Rica mineral reserve(5) estimated to contain proven and probable
mineral reserves of approximately 4.5 million tonnes (10
billion pounds) of copper and 6.5 million ounces of gold contained
in approximately 910 million tonnes of ore. A pre-feasibility
study for the integrated project will be completed in 2019 and a
full feasibility study with updated mineral reserve, production and
project cost estimates will be completed by 2020.
Yamana’s Approach to Capital Allocation
and Portfolio Considerations
Consistent with the Company’s strategy, with the
Sale Transaction, priority has been given to balance sheet
improvements. Previously, the Company had been targeting an
initial net debt leverage ratio of 1.5x or better. Going
forward, the Company’s updated target is 1.0x or better with a
strategic objective to maintain the lower net debt leverage ratio
through the metal price cycle as a means to enhance financial
flexibility. Importantly, this approach also affords the
Company the ability to be opportunistic, such as to build or buy
assets off cycle, with consideration to further increases to
shareholder returns including dividends and buy-backs, while
balancing these initiatives with the sustainability of cash flows
through portfolio optimizations.
In the evaluation and assessment of projects,
the Company’s approach is to target projects for which it has the
technical expertise to develop and operate. The Company is
targeting after-tax returns of a multiple of its weighted average
cost of capital and, as a rule of thumb, approximately 15%.
These returns may be adjusted to reflect the complexity of
the construction and operation, whether technical or geopolitical.
The timing of any construction activity would follow detailed
engineering to mitigate against late-cycle design and scope
changes. This approach was fundamental to the success of
Cerro Moro and remains the template for Yamana going forward.
The Company is an Americas-focused company
operating in mining friendly jurisdictions with adherence to best
practices for mining. Presently, Yamana operates in Canada, Brazil,
Chile, and Argentina. Consideration will be given to
operating in other jurisdictions in North and South America, so
long as there are established protocols for permitting and
adherence to best practices. Given the significant
exploration and expansion opportunities, along with advancing
projects in jurisdictions in which the Company presently operates,
it is unlikely that Yamana will pursue opportunities in other
jurisdictions in the foreseeable future.
On the size of mines, Yamana prefers each of its
mines to produce at least 130,000 ounces as that represents
sufficient size and scale by mine. With the pro forma
production platform, three mines exceed 190,000 gold-equivalent
ounces and one of those is over 300,000 gold equivalent ounces.
Four mines exceed, or soon will exceed, 150,000
gold-equivalent ounces. Only one mine produces below a
threshold of 130,000 ounces, although with exploration success,
this may change.
Conference Call Information
Yamana will host a conference call on Monday,
April 15, 2019 at 8:00 a.m. ET, where Yamana’s senior management
will discuss the details of the Sale Transaction.
Toll Free (North America): |
1-800-806-5484 |
Passcode 2391595 |
Toronto Local and International: |
416-340-2217 |
Passcode 2391595 |
Webcast: |
www.yamana.com |
|
Conference Call REPLAY:
Toll Free (North America): |
1-800-408-3053 |
Passcode 7131165 |
Toronto Local and International: |
905-694-9451 |
Passcode 7131165 |
The conference call replay will be available
until 11:59 p.m. ET on May 15, 2019.
For further information on the conference call or webcast,
please contact the Investor Relations Department at
investor@yamana.com or visit www.yamana.com.
ENDNOTES
Endnote 1Refers to a non-GAAP financial measure
or an additional line item or subtotal in financial
statements. Reconciliations for all non-GAAP financial
measures are available at www.yamana.com/Q42018 and in Section 11
of the Company’s 2018 Annual Report, which has been filed on
SEDAR.
Endnote 2Net debt (ND) and Earnings Before
Interest, Taxes, Depreciation, and Amortization (EBITDA) are
Non-GAAP metrics
Endnote 3The current Net Debt to EBITDA
(ND/EBITDA) ratio is adjusted for the $800 million cash
consideration and is based on the last twelve months
EBITDA.
Endnote 4Copper equivalent metal includes
copper with gold, molybdenum, and silver converted to
copper-equivalent metal based on the following metal price
assumptions: US$6,614/tonne for copper, US$1,250/oz for gold,
US$24,250/tonne for molybdenum, and US$18/oz for silver.
Endnote 5As of December 31, 2018, further
details including tonnes, grade and assumptions are presented at
the end of this press release.
Qualified Persons
Scientific and technical information contained
in this press release has been reviewed and approved by Sébastien
Bernier (Senior Director, Geology and Mineral Resources).
Sébastien Bernier is an employee of Yamana Gold Inc. and a
"Qualified Person" (“QP”) as defined by Canadian Securities
Administrators' National Instrument 43-101 - Standards of
Disclosure for Mineral Projects.
Mineral Reserve Statement,
Suruca
|
Proven Mineral Reserves |
Probable Mineral Reserves |
Total Proven & Probable |
|
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
|
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
Gold |
11,454 |
0.42 |
153 |
53,741 |
0.53 |
908 |
65,195 |
0.51 |
1,062 |
Mineral Resource Statement,
Suruca
|
Measured Mineral Resources |
Indicated Mineral Resources |
Total Measured & Indicated |
|
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
|
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
Gold |
1,284 |
0.39 |
16 |
81,039 |
0.54 |
1,416 |
82,323 |
0.54 |
1,432 |
|
Inferred Mineral Resources |
|
Tonnes |
Grade |
Contained |
|
(000's) |
(g/t) |
oz. (000's) |
Gold |
12,565 |
0.48 |
194 |
Mineral Reserve and Mineral Resource
Reporting Notes
1. Metal Price, Cut-off Grade,
Metallurgical Recovery: |
|
|
Mineral Reserves |
Mineral Resources |
|
Price assumption: $1,300 gold |
Price assumption: $1,600 gold |
|
|
Cut-off grade 0.19 g/t gold for Suruca oxide |
Cut-off grade 0.16 g/t gold for Suruca oxide |
|
|
Cut-off grade 0.3 g/t gold for Suruca
sulfide |
Cut-off grade 0.23 g/t gold for Suruca
sulphide |
|
|
Metallurgical recoveries for Suruca oxide average
85% for gold |
Metallurgical recoveries for Suruca oxide average
85% for gold |
|
|
Metallurgical recoveries for Suruca sulphide
average 88% for gold |
Metallurgical recoveries for Suruca sulphide
average 88% for gold |
|
|
2. All
Mineral Resources are reported exclusive of Mineral Reserves. |
|
3.
Mineral Resources which are not Mineral Reserves do not have
demonstrated economic viability. |
|
4.
Mineral Reserves and Mineral Resources are reported as of December
31, 2018. |
|
5. Due
to rounding, numbers may not add up precisely to the totals. |
|
6.
Mineral Reserves QP, Luiz Pignatari, Registered Member of Chilean
Mining Commission, EDEM Engenharia. Mineral Resources QP, Felipe
Machado de Araujo, Registered Member of Chilean Mining Commission,
Mineral Resources Coordinator Brazil, Yamana Gold Inc. |
|
Mineral Reserve Statement, Agua Rica
Project
|
Proven Mineral Reserves |
Probable Mineral Reserves |
Total Proven & Probable |
|
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
|
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
Gold |
384,871 |
0.25 |
3,080 |
524,055 |
0.21 |
3,479 |
908,926 |
0.22 |
6,559 |
Silver |
384,871 |
3.7 |
46,176 |
524,055 |
3.3 |
56,070 |
908,926 |
3.5 |
102,246 |
|
|
|
|
|
|
|
|
|
|
|
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
|
(000's) |
(%) |
lbs (mm) |
(000's) |
(%) |
lbs (mm) |
(000's) |
(%) |
lbs (mm) |
Copper |
384,871 |
0.56 |
4,779 |
524,055 |
0.43 |
5,011 |
908,926 |
0.49 |
9,790 |
Moly |
384,871 |
0.033 |
279 |
524,055 |
0.030 |
350 |
908,926 |
0.031 |
629 |
Mineral Resource Statement, Agua Rica
Project
|
Measured Mineral Resources |
Indicated Mineral Resources |
Total Measured & Indicated |
|
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
|
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
(000's) |
(g/t) |
oz. (000's) |
Gold |
27,081 |
0.14 |
120 |
173,917 |
0.14 |
776 |
200,998 |
0.14 |
896 |
Silver |
27,081 |
2.4 |
2,042 |
173,917 |
2.9 |
16,158 |
200,998 |
2.8 |
18,200 |
|
|
|
|
|
|
|
|
|
|
|
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
Tonnes |
Grade |
Contained |
|
(000's) |
(%) |
lbs (mm) |
(000's) |
(%) |
lbs (mm) |
(000's) |
(%) |
lbs (mm) |
Copper |
27,081 |
0.45 |
266 |
173,917 |
0.38 |
1,447 |
200,998 |
0.39 |
1,714 |
Moly |
27,081 |
0.049 |
29 |
173,917 |
0.037 |
142 |
200,998 |
0.039 |
172 |
|
Inferred Mineral Resources |
|
Tonnes |
Grade |
Contained |
|
(000's) |
(g/t) |
oz. (000's) |
Gold |
642,110 |
0.12 |
2,444 |
Silver |
642,110 |
2.3 |
48,124 |
|
|
|
|
|
Tonnes |
Grade |
Contained |
|
(000's) |
(%) |
lbs (mm) |
Copper |
642,110 |
0.34 |
4,853 |
Molybdenum |
642,110 |
0.034 |
480 |
Mineral Reserve and Mineral Resource
Reporting Notes
1. Metal Price, Cut-off Grade,
Metallurgical Recovery: |
|
|
Mineral Reserves |
Mineral Resources |
|
Cut-off grade at 0.2% copperPrice assumption: $1,000/oz gold,
$2.25/lb copper, $17.00/oz silver and $12.00/lb
molybdenum |
Cut-off grade at 0.2% copper |
|
Metallurgical recoveries are 84.9% for copper, 52.7% for gold,
67.6% for silver, 65.9% for zinc and 68.0% for molybdenum |
|
|
2. All
Mineral Resources are reported exclusive of Mineral Reserves. |
|
3.
Mineral Resources which are not Mineral Reserves do not have
demonstrated economic viability. |
|
4.
Mineral Reserves and Mineral Resources are reported as of December
31, 2018.5. Due to rounding, numbers may not add up precisely
to the totals.6. Mineral Reserves QP, Enrique Munoz, MAusIMM,
Registered Member of Chilean Mining Commission and Mineral
Resources QP, Felipe Machado de Araújo, Registered Member of
Chilean Mining Commission. |
|
Counsel and Advisors
Yamana has engaged Cassels Brock & Blackwell
LLP as its legal advisors. Citi and Rothschild & Co US
Inc. are acting financial advisors to Yamana.
About Yamana Gold Inc.
Yamana is a Canadian-based gold producer with
significant gold production, gold development stage properties,
exploration properties, and land positions throughout the Americas
including Canada, Brazil, Chile and Argentina. Yamana plans
to continue to build on this base through existing operating mine
expansions, throughput increases, development of new mines, the
advancement of its exploration properties and, at times, by
targeting other gold consolidation opportunities with a primary
focus in the Americas.
FOR FURTHER INFORMATION PLEASE CONTACT: Steve ParsonsSenior Vice
President, Investor Relations and Corporate Communications
416-815-02201-888-809-0925Email: investor@yamana.com
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS: This news release contains or
incorporates by reference “forward-looking statements” and
“forward-looking information” under applicable Canadian securities
legislation within the meaning of the United States Private
Securities Litigation Reform Act of 1995. Forward-looking
information includes, but is not limited to information with
respect to the Company's strategy, plans or future financial or
operating performance. Forward-looking statements are characterized
by words such as "plan," "expect", "budget", "target", "project",
"intend", "believe", "anticipate", "estimate" and other similar
words, or statements that certain events or conditions "may" or
"will" occur. Forward-looking statements are based on the opinions,
assumptions and estimates of management considered reasonable at
the date the statements are made, and are inherently subject to a
variety of risks and uncertainties and other known and unknown
factors that could cause actual events or results to differ
materially from those projected in the forward-looking statements.
These factors include the Company's expectations in connection with
the satisfaction of all closing conditions, the completion of the
Sale Transaction, the expected use of proceeds discussed herein and
delivering value creation over the long term, as well as those risk
factors discussed or referred to herein and in the Company's Annual
Information Form filed with the securities regulatory authorities
in all provinces of Canada and available
at www.sedar.com, and the Company's Annual Report on Form 40-F
filed with the United States Securities and Exchange
Commission. Although the Company has attempted to identify
important factors that could cause actual actions, events or
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 undertakes no obligation to update forward-looking
statements if circumstances or management's estimates, assumptions
or opinions should change, except as required by applicable law.
The reader is cautioned not to place undue reliance on
forward-looking statements. The forward-looking information
contained herein is presented for the purpose of assisting
investors in understanding the Company's expected plans and
objectives in connection with the Sale Transaction and may not be
appropriate for other purposes.
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