Royal Gold Agrees to Acquire 25% Gold Stream on the Mt. Milligan Project
Royal Gold, Inc. (NASDAQ:RGLD) (TSX:RGL) today announced it has
agreed to acquire 25% of the payable gold produced from the Mt. Milligan
copper-gold project in British Columbia from Thompson Creek Metals
Company or its affiliate ('Thompson Creek?) (NYSE:TC) (TSX:TCM)
concurrent with the closing of Thompson Creek′s proposed acquisition of
Terrane Metals Corp. ('Terrane?). Royal Gold will provide $226.5 million
at closing of Thompson Creek′s acquisition of Terrane and thereafter
$85.0 million over the construction period of the Mt. Milligan project.
In addition, Royal Gold will pay Thompson Creek a cash payment equal to
the lesser of $400 or the prevailing market price for each payable ounce
of gold until 550,000 ounces have been delivered to Royal Gold and the
lesser of $450 or the prevailing market price for each additional ounce
thereafter. Royal Gold will fund this transaction with cash on hand.
Under the Plan of Arrangement between Terrane and Thompson Creek,
holders of Terrane shares will receive C$0.90 in cash and 0.052 Thompson
Creek common shares per Terrane share. The consideration implies an
offer value of C$1.41 per Terrane share based on Thompson Creek′s
closing price on the Toronto Stock Exchange (the 'TSX?) of C$9.90 per
share on July 14, 2010, representing a premium of 21% to Terrane′s
closing price of C$1.17 per share on the same day. The consideration
also represents a premium of approximately 35% based on the volume
weighted average trading prices of Thompson Creek and Terrane on the TSX
and TSX Venture, respectively, for the 20 trading days ended July 14,
2010. The total value of the consideration offered to the shareholders
of Terrane is approximately C$654 million. The transaction has been
unanimously approved by the boards of directors of both companies.
Goldcorp Inc., which owns 52% of Terrane′s fully diluted shares
(including preference shares), has agreed to convert its preference
shares into common shares and vote in favor of the Arrangement. In
addition, certain officers and directors holding approximately 1.0%
common shares in aggregate have entered into support agreements.
The Mt. Milligan project is in the early stages of construction, and
Terrane has announced that production is expected to commence in 2013.
Terrane has reported that proven and probable reserves total 482 million
tonnes (0.20% copper; 0.39 g/t gold), containing 2.1 billion pounds of
copper and 6.0 million ounces of gold. Terrane expects the reserves to
support a mine life of at least 22 years and estimates that Mt. Milligan
will produce approximately 262,000 ounces of gold during the first six
years of operation and 195,000 ounces of gold annually over the life of
the mine. Mt. Milligan has received an Environmental Assessment
Certificate and a Mines Act Permit from the Province of British Columbia
and the Environmental Assessment approval from the Government of Canada.
Terrane has also secured long lead-time equipment and has entered into
an engineering, procurement and construction management contract with an
AMEC-Fluor joint venture.
Tony Jensen, President and Chief Executive Officer, commented, 'We are
pleased to be working with Thompson Creek and Terrane to help unlock the
substantial value at Mt. Milligan. This strategic combination brings
together the strengths of each company and provides Royal Gold with
another near term, long lasting gold revenue source in an attractive
host country. It fits perfectly in our portfolio along with our other
major future revenue sources of Peñasquito, Andacollo, Pascua-Lama, and
Voisey′s Bay.?
Thompson Creek is one of the largest publicly traded, pure molybdenum
producers in the world. It owns the Thompson Creek molybdenum mine and
mill in Idaho, a metallurgical roasting facility in Pennsylvania, and a
75% share of the Endako mine, mill and roasting facility in northern
British Columbia. The company has substantial liquidity and intends to
fund the remaining Mt. Milligan development costs from a combination of
i) pro forma combined cash balances with Terrane, ii) the proceeds from
the Royal Gold transaction, iii) up to $250 million of debt financing,
iv) internal cash generation, and v) potential warrant proceeds.
Thompson Creek′s principal executive office is in Denver, Colorado, and
it also has an office in Toronto, Ontario.
Royal Gold is a precious metals royalty company engaged in the
acquisition and management of precious metal royalty interests. The
Company owns royalties on 189 properties on six continents, including
royalties on 32 producing mines and 24 development stage projects. Royal
Gold is publicly traded on the NASDAQ Global Select Market under the
symbol 'RGLD? and on the Toronto Stock Exchange under the symbol 'RGL.?
The Company′s website is located at www.royalgold.com.
Note: Management will host a conference call today, along with a
presentation, to review the Mt. Milligan transaction at 10:00 a.m.
Mountain time (noon Eastern Time) and will be available by calling (800)
603-2779 (North America) or (973) 200-3960(international),
access #87909456. The call will be simultaneously broadcast on the
Company′s web site at www.royalgold.com
under the 'Presentations? section.
Cautionary 'Safe Harbor? Statement Under the Private Securities
Litigation Reform Act of 1995: With the exception of historical matters,
the matters discussed in this press release are forward-looking
statements that involve risks and uncertainties that could cause actual
results to differ materially from projections or estimates contained
herein. Such forward-looking statements include the operator′s estimated
date for initial production, the estimated gold and copper reserves for
the project, the reserve life of the project, the estimated average
annual production over the first six years and the life of the mine,
unlocking the substantial value at Mt. Milligan, that this strategic
combination will provide Royal Gold with another near term, long lasting
gold revenue source, and that the Company′s other major future revenue
sources will be Peñasquito, Andacollo, Pascua-Lama, and Voisey′s Bay.
Factors that could cause actual results to differ materially from
projections include, among others, completion of the transaction,
precious metals prices, the risks inherent in construction, development
and ramp up of operations of a new mine at Mt. Milligan by an operator
who has not previously operated gold mines, decisions and activities of
the operator of the various properties, unanticipated grade, geological,
metallurgical, processing or other problems the operator may encounter,
changes in project parameters as plans continue to be refined, economic
and market conditions, operations in land subject to First Nations
jurisdiction in Canada, as well as other factors described elsewhere in
this press release and in our Annual Report on Form 10-K, Quarterly
Report on Form 10-Q, and other filings with the Securities and Exchange
Commission. In addition, acquired royalty interests on certain projects
are subject to risks associated with conducting business in a foreign
country, including application of foreign laws to contract and other
disputes, foreign environmental laws and enforcement and uncertain
political and economic environments. Most of these factors are beyond
the Company′s ability to predict or control. The Company disclaims any
obligation to update any forward-looking statement made herein. Readers
are cautioned not to put undue reliance on forward-looking statements.
Royal Gold, Inc.
Karen Gross
Vice President and Corporate
Secretary
303-575-6504