News release
P PRESS RELE EASE
all dollar references in US Dollars)
(a
F Franco- -Nevada a and Inmet A Agree to
- a $1 B Billion P Preciou us
M Metals Stream m Financing for the Co obre Pa anama Project t
T TORONTO, Aug gust 20, 2012 2 - Franco-Nev vada Corporat tion (TSX: FNV V, NYSE: FNV)
) and Inmet M Mining Corpora ation (TSX: IMN) today ann nounced that their subsidia aries have agre eed to terms f for a precious metals stream m on the Cobr re Panama c copper projec ct in Panama, one of the wo orld’s largest c copper-gold-sil lver-molybden num porphyry d deposits curre ently being a Panama Mining Corp. (KPMC) owns 2 c constructed. In nmet owns 80 0% and Korea 20% of Minera a Panama, S.A A. (MPSA), ama project. The transac o owner and de eveloper of th he Cobre Pana ction has rece eived requisite e Board appr rovals and K KPMC’s consent and is subject only to com mpletion of ce ertain filings an nd registration ns with closing g expected sho ortly.
T Transaction Hi ighlights
- Fully f funded project t: Franco-Nev vada will comm mit $1 billion t to Inmet’s sha are of the deve elopment cost ts of Cobre Panam ma. Inmet no ow has funding g in place for $4.2 billion o of its $4.8 billion required c capital with th he balance expected either from m other source es of debt or from future op perating cash f flow.
- Aligne ed partners: T The precious m metals stream is linked to c copper produc ction over the expected initial 31 year mine life – details of the agreem ment are desc cribed below. Basing the g gold and silve er delivery obl ligation on coppe er production p provides alignm ment between n Inmet and Fr ranco-Nevada.
- Upside e opportunitie es: The curre ent mine plan n envisions a an initial 160,000 tonnes per day oper ration with ortunity to undertake the expansion to 240,0 000 tonnes per day by the te enth year of o operation. The ere is an oppo expansion earlier, s subject to con nsent from KP PMC. The cur rrent mine pla an incorporate es 2.3 billion tonnes of reserv ves. There is a additional pote ential from up p to 1.8 billion of measured and indicated d resources no ot included in rese erves as well as an additional 3.7 billion n tonnes of inf ferred resourc ces. Exploration at Cobre P Panama is ongoin ng.
David Harquail, President an D nd CEO of Franco-Nevada c commented, “I Inmet is an ex xperienced an nd proven mine operator a and developer
r. Franco-Neva ada is proud t to partner with Inmet to pr rovide the fina ancing needed d to develop o one of the t mining projects. We expect the Cobre P w world’s largest Panama precious metals st tream will be a a long-term co ornerstone asset for Franco-Nevada tha a at fits well wit thin our overa all portfolio. Franco-Nevada a’s funding commitment to the Cobre P Panama proje ect can largely y be financed d from its ongoing free ca ash flow. Fra anco-Nevada has the capa acity to do nity rich environment.” a approximately another $1 bi illion of new in nvestments to further grow i its portfolio in this opportun ement of not only the Cobr Jochen Tilk, Pr resident and C CEO of Inmet, further comm mented, “This is an endorse re Panama p project but al lso of the ad dvantages of the stream m mine finance model. This $1 billion p precious meta als stream transaction pro ovides Inmet w with competitiv ve funding for r the developm ment of Cobre Panama with more flexibilit ty and less the financing risk to our a associated cos st than with a traditional project financing
g. Securing th his financing e early reduces t orward to having Franco-Ne s shareholders, without sacrif ficing our copp per production n growth profi ile. We look fo evada as a p partner in Cobre Panama.”
T Terms of the A Agreement F Franco-Nevada a (Barbados) C Corporation, a a wholly-owned d subsidiary o of Franco-Neva ada, will provi ide a $1 billio on deposit, s secured by a p pledge of Inm met’s interests in MPSA, which will be use ed to fund a portion of the e Cobre Panam ma project capital costs. The deposit will become available afte c er Inmet’s fun nding since th he Full Notice e to Proceed w which was certain funding conditions under the is ssued on May 18, 2012 r reaches $1 b billion (expecte ed by Q1 20 013). Upon c a 1:3 ratio with Inmet’s a agreement being met, Fran nco-Nevada (B Barbados) fund ding of the de eposit will be pro-rata on a s subsequent funding contribu utions, up to a a maximum of $1 billion.
xed to the copper in concentrate produced from the T The amount of f precious met tals deliverable under the st tream is index and approximates 86% of t the payable precious metals attributable e entire project a e to Inmet’s 80 0% ownership p based on an included in the Cobre Panama Enginee the current 31 1 year mine pla ering Summar ry Report dated May 6, 2012
2. Beyond
the currently contemplated mine life, the precious metals deliverable under the stream will be based on a fixed percentage of the precious metals in concentrate. The deliverable precious metals are calculated as follows:
| Delivery period 1 (~years 1-11) | Delivery period 2 (~years 12-31) | Delivery period 3 (production beyond current mine plan) | |
|---|---|---|---|
| Gold Stream | |||
| Au oz delivered | 0 to 808,000 | 808,001 to 1,716,188 | > 1,716,188 |
| Delivery terms | 120 oz Au per 1 mm lbs Cu | 81 oz Au per 1 mm lbs Cu | 63.4% of Au in concentrate |
| Avg annual Au delivery | 73,500 oz | 45,400 oz | |
| Silver Stream | |||
| Ag oz delivered | 0 to 9,842,000 | 9,842,001 to 29,731,000 | > 29,731,000 |
| Delivery terms | 1,376 oz Ag per 1 mm lbs Cu | 1,776 oz Ag per 1 mm lbs Cu | 62.1% of Ag in concentrate |
| Avg annual Ag delivery | 870,000 oz | 995,000 oz | |
| Gold Equivalent Stream* | |||
| Avg annual AuEq delivery | 87,500 oz | 61,500 oz | |
| Inmet’s annual production | |||
| Avg annual additional Au to IMN | 10,000 oz | 8,200 oz | |
| Avg annual additional Ag to IMN | 153,000 oz | 166,600 oz |
Profile based on Inmet’s Basic Engineering Summary Report for the Cobre Panama Project dated May 6, 2012 *Gold equivalent ounces approximated using $1,250/oz Au and $20/oz Ag
Payment terms: Franco-Nevada (Barbados) will pay to MPSA an amount for each ounce of precious metals delivered equal to $400 per ounce for gold and $6 per ounce for silver (subject to an annual adjustment for inflation) for the first 1,341,000 ounces of gold and 21,510,000 ounces of silver (approximately the first 20 years of expected deliveries) and thereafter the greater of $400 per ounce for gold and $6 per ounce for silver (subject to an adjustment for inflation) or one half of the then prevailing market price. In all cases the amount paid is not to exceed the prevailing market price per ounce of gold and silver.
Buy-back Option: In the event of a precious metals production shortfall, MPSA will have the option to reduce the stream by repaying up to 10% of the $1 billion deposit, net of the value associated with any prior deliveries made to Franco- Nevada (Barbados). MPSA will have this option only once at either the 3rd or 5th anniversary of production commencing.
Top-up: Adjustment provisions have been provided for to top-up the stream payments should the mill capacity expansion to 240,000 tpd be delayed beyond year 10.
Security: The stream will be secured by a pledge of Inmet’s interests in MPSA, the project operator.
KPMC: KPMC is not participating in the transaction. An amended and restated shareholders’ agreement between Inmet and KPMC provides that the precious metals stream will not adversely impact KPMC’s economic interest in or funding requirements for Cobre Panama.
Cobre Panama Full details on the project are available from Inmet’s public disclosures on its website and SEDAR. In summary, Cobre Panama has mineral reserves estimated by Inmet to be in excess of 2.3 billion tonnes of ore which are planned to be mined from several open pits over an initial 31 year mine life. The deposits are estimated by Inmet to contain over 32 billion pounds of copper, almost 9 million ounces of gold and 168 million ounces of silver in the measured and indicated resource category (quoted resources include reserves) and an additional 19 billion pounds of copper, 4.8 million ounces of gold and 121 million ounces of silver in the inferred resource category. Additional details regarding the mineral resources and reserves are contained in the Appendix to this press release. In addition, there is potential for further discoveries on the large (~13,000 hectares) concession. The Cobre Panama processing plant is currently planned to be initially constructed with capacity of 160,000 tonnes per day with an expansion to 240,000 tonnes per day by the tenth year of operation. The Cobre Panama project will use conventional truck and shovel mining, has a low strip ratio (0.58:1), and will use conventional flotation technology which is expected by Inmet to produce a clean copper concentrate. The project is situated close to tidewater, will have an owner-operated power plant and is expected by Inmet to have robust economics and cash costs of $0.94/lb of copper (attributable to Inmet’s share after reduction of metal credits due to the precious metals stream of $0.12/lb of copper and using consensus metal prices) over the life of the mine. The project received approval of its Environmental and Social Impact Assessment by the Government of Panama in December 2011, construction began in May 2012, and first production is expected in Q4 of 2015.
Capital Availability Estimated capital for the project is $6.2 billion, with $4.8 billion to be funded by Inmet and $1.4 billion to be funded by KPMC. Inmet has now secured $4.2 billion and believes that it has the flexibility to obtain the balance through other sources of debt. In addition, there is an opportunity to sell an additional equity stake in the project or to draw on Inmet’s operating cash flows. Inmet’s operating cash flow for the first six months of 2012 was $291 million.
Franco-Nevada has substantial capital resources to fund its commitment to the development of the Cobre Panama project. At June 30, 2012, Franco-Nevada had approximately $1.2 billion in available capital. Franco-Nevada has no debt or material capital needs and is generating strong cash flow from its existing portfolio of royalties and streams which can substantially meet its future Cobre Panama commitments. Franco-Nevada has the capacity to do approximately another $1 billion in new investments to further grow its portfolio.
Conference call details Management of Franco-Nevada and Inmet will host a conference call on August 20, 2012 at 10 am Eastern Time to review the transaction. Analysts and interested investors are invited to participate as follows:
- Conference Call: Local: 647-427-7450; Toll-Free: 888-231-8191; Title: Cobre Panama Precious Metals Stream Transaction Conference Call
- Conference Call Replay: A recording will be available until August 27, 2012 at the following numbers:
Local: 416-849-0833; Toll-Free: 855-859-2056; Pass code: 222651793 o
- Webcast: A live audio webcast will be accessible at www.franco-nevada.com, www.inmetmining.com and http://www.newswire.ca/en/webcast/detail/1022637/1105751
- Slides: Presentation slides will be posted at www.franco-nevada.com and inmetmining.com prior to the call
Corporate Summary Franco-Nevada Corporation is the leading gold royalty and stream company by both gold revenues and number of gold assets. Its business model benefits from rising commodity prices and new discoveries while limiting operating and capital cost inflation.
Inmet Mining Corporation is a Canadian-based global mining company that produces copper and zinc. Inmet has three mining operations: Çayeli (Turkey), Las Cruces (Spain) and Pyhäsalmi (Finland), and an 80 percent interest in the Cobre Panama development project, currently under construction.
For more information, please go to our website at www.franco-nevada.com or www.inmetmining.com or contact:
Stefan Axell Paul Brink Manager, Investor Relations SVP Business Development +1.416.306.6328 +1.416.306.6305 [email protected]
Flora Wood Jochen Tilk Director, Investor Relations President and Chief Executive Officer +1.416.361.4808 +1.416.860.3972 CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION Certain information contained in this press release, including any information as to future financial or operating performance and other statements that express the parties’ expectations or estimates of future performance, constitute "forward-looking information” and “forward-looking statements" within the meaning of applicable Canadian securities laws and the United States Private Securities Litigation Reform Act 1995, respectively. All statements, other than statements of historical fact, are forward-looking statements. The words "anticipates", "anticipated", "believes", "plans", "estimate", "expect", "expects", "expected", "forecasted", "targeted" and similar expressions identify forwardlooking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the parties, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Readers are cautioned that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual financial results, performance or achievements to be materially different from estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. These risks, uncertainties and other factors include, but are not limited to: fluctuations in the prices of copper, gold and silver; fluctuations in the value of other currencies relative to the US dollar; changes in national and local government legislation, including permitting and licensing regimes and taxation policies; regulations and political or economic developments in any of the countries relevant to the stream; influence of macroeconomic developments; business opportunities that become available to, or are pursued by the parties; reduced access to debt and equity capital; litigation; title, permit or license disputes related to the project; excessive cost escalation as well as development, permitting, infrastructure, operating or technical difficulties related to the project; rate and timing of production differences from resource estimates; and risks and hazards associated with the business of development and mining at the project, including, but not limited to unusual or unexpected geological and metallurgical conditions, slope failures or cave-ins, flooding and other natural disasters or civil unrest. The forward-looking statements contained in this press release are based upon assumptions the parties believe to be reasonable, including, without limitation assumptions relating to: the development and operation of the project; the accuracy of public statements and disclosures made relating to the project; no material adverse change in the market price of the commodities that underlie the project; no adverse developments in respect of the project; accuracy of publicly disclosed expectations for the development of the project; and the absence of any other factors that could cause actions, events or results to differ from those anticipated, estimated or intended. However, 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. Accordingly, readers should not place undue reliance on forward-looking statements because of the inherent uncertainty. For additional information with respect to risks, uncertainties and assumptions, please also refer to the "Risk Factors" sections of parties’ most recent Annual Information Forms filed with the Canadian securities regulatory authorities on SEDAR at www.sedar.com and Franco-Nevada’s most recent Form 40-F filed with the Securities and Exchange Commission on EDGAR at www.sec.gov as well as the parties’ annual MD&A. The forwardlooking statements herein are made as of the date of this press release only and the parties do not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law.
CAUTIONARY NOTE TO US INVESTORS REGARDING RESERVE AND RESOURCE REPORTING STANDARDS The disclosure in this press release has been prepared in accordance with the requirements of Canadian securities laws, which differ from the requirements of United States securities laws. Disclosure, including scientific or technical information, has been made in accordance with Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). For example, the terms “resources,” “measured resources”, “indicated resources” and “inferred resources” are used in this press release to comply with the reporting standards in Canada. While those terms are recognized and required by Canadian regulations, the United States Securities and Exchange Commission (the “SEC”) does not recognize them. In addition, the definitions of proven and probable mineral reserves used in NI 43-101 differ from the definitions in the SEC Industry Guide 7. Under United States standards, mineralization may not be classified as a “reserve” unless the determination has been made that the mineralization could be economically and legally produced or extracted at the time the reserve determination is made. In accordance with Canadian rules, estimates of inferred mineral resources cannot form the basis of feasibility or other economic studies. Investors are cautioned not to assume that any part of the reported measured resources, indicated resources or inferred resources in this press release is economically or legally mineable and will ever be classified as a reserve. Accordingly, information contained in this press release containing descriptions of the Cobre Panama project may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder.
Appendix: Cobre Panama Reserve and Resource Table
Development property
Contained Metal (x 1000)
Category Tonnes Cu Zn Pb Au Ag S Mo Cu Zn Pb Au Ag Mo Inmet's (x 1000) % % % g/t g/t % % tonnes tonnes tonnes ounces ounces tonnes Interest
Mineral reserves
| Cobre Panama Proven | 258,000 | 0.57 | ‐ | ‐ 0.14 | 1.6 | ‐ 0.010 | 1478 | ‐ | ‐ | 1126 13,020 | 25 | 80% |
| Probable | 2,061,000 | 0.38 | ‐ | ‐ 0.06 | 1.4 | ‐ 0.007 | 7781 | ‐ | ‐ | 4041 91,008 | 145 | 80% |
| Total | 2,319,000 | 0.40 | ‐ | ‐ 0.07 | 1.4 | ‐ 0.007 | 9258 | ‐ | ‐ | 5167 104,028 | 169 | 80% |
| Inmet's share | 7,406 | ‐ | ‐ | 4,134 83,223 | 135 |
Mineral resources (inclusive of mineral reserves)
| Cobre Panama | Measured | 262,000 | 0.56 | ‐ | ‐ 0.13 | 1.5 | ‐ 0.009 | 1,476 | ‐ | ‐ | 1,118 12,979 | 24 | 80% | |
| Indicated 3,905,000 | 0.34 | ‐ | ‐ 0.06 | 1.2 | ‐ 0.005 13,237 | ‐ | ‐ | 7,845 155,392 | 214 | 80% | ||||
| Total | 4,167,000 | 0.35 | ‐ | ‐ 0.07 | 1.3 | ‐ 0.006 14,715 | ‐ | ‐ | 8,963 168,454 | 238 | 80% | |||
| Inmet's share 11,772 | ‐ | ‐ | 7,170 134,763 | 190 | ||||||||||
| Cobre Panama | Inferred | 3,749,000 | 0.23 | ‐ | ‐ 0.04 | 1.0 | ‐ 0.004 | 8,660 | ‐ | ‐ | 4,805 120,534 | 156 | 80% | |
| Inmet's share | 6,928 | ‐ | ‐ | 3,844 96,427 | 125 |
Mineral resources have been prepared in accordance with the definitions and guidelines adopted by the Canadian Institute of Mining, Metallurgy and Petroleum (called the CIM definitions and guidelines), and according to National Instrument 43-101 of the Canadian Securities Administrators.
Mineral resources are as at March 5, 2012 and were estimated by Robert Sim, P. Geo., of SIM Geological Inc., a qualified person under National Instrument 43-101. Mineral reserves are as at December 31, 2011 and were estimated by William Rose, P.E., of WLR Consulting, Inc., a qualified person under National Instrument 43-101. Both qualified persons prepared or supervised the preparation of the information that forms the basis for this press release. Frank Balint, P. Geo, Vice-President, Corporate Development of Inmet and a qualified person under National Instrument 43-101 has approved the written disclosure in this press release on behalf of Inmet. Phil Wilson, CEng, Vice-President, Technical of Franco-Nevada and a qualified person under National Instrument 43-101 has approved the written disclosure in this press release on behalf of Franco-Nevada.
Reserve estimates are based on the following assumptions:
copper price: US $2.25 per pound
- gold price: US $1,000 per ounce
- silver price: US $16 per ounce
- molybdenum price: US $13.50 per pound
- Mining costs: US $1.66 per tonne of ore mined, US $1.96 per tonne of waste mined and
Milling and general and administration cost: US $5.27 per tonne of ore milled, average life of mine metallurgical recoveries: 89 percent for copper, 52 percent for gold, 46 percent for silver and 53 percent for molybdenum.
Mineral resources include mineral reserves. Mineral resources that are not mineral reserves do not have demonstrated economic viability.
Resource grades are estimated using ordinary kriging with a nominal block size of 25 metres by 25 metres by 15 metres. Resources are limited inside a pit shell defined by a copper price of US $2.60 per pound, $1.75 per tonne mining cost and $7.02 per tonne total site operating cost, and are tabulated at a cut-off grade of 0.15 percent copper. Scientific and technical information regarding the Cobre Panama Project, including the mineral resources and mineral reserves, is based on the technical report of Inmet titled “Mina de Cobre Panama Project, Panama, NI 43-101 Technical Report” and dated effective March 31, 2010, as updated by Inmet’s most recent Annual Information Form dated March 28, 2012 and by a material change report dated May 16, 2012 filed in respect of Inmet’s May 6, 2012 press release “Inmet Announces Basic Engineering and Financing Plan for the Cobre Panama Project”, all of which can be found under Inmet’s corporate profile on SEDAR at www.sedar.com.