Minera IRL Limited

June 08, 2015 02:00 ET

Minera IRL Announces US$70 Million Bridge Loan and Mandate Letter for Up to US$240 Million for Ollachea Project Financing



June 7, 2015

Minera IRL Announces US$70 Million Bridge Loan and Mandate Letter for Up to US$240 Million for Ollachea Project

LIMA, PERU--(Marketwired - June 8, 2015) - Minera IRL Limited ("Minera IRL", or the "Company")
(TSX:IRL)(AIM:MIRL)(LMA:MIRL), announces that it has arranged a US$70 million secured finance facility (the "Bridge
Loan") structured by the Peruvian state-owned development and promotion bank, Corporacion Financiera de Desarrollo S.A.
("COFIDE") and syndicated through Goldman Sachs Bank USA. The Bridge Loan is expected to be the first step towards a
senior project credit finance facility of up to US$240 million, described in a Mandate Letter signed by COFIDE and
Minera IRL ("Senior Project Debt Facility"). The Senior Project Debt Facility will be structured by COFIDE, in
conjunction with Minera IRL, to build the Company's Ollachea gold project in the Puno Region, southern Peru ("Ollachea",
or the "Ollachea Gold Project"). The Company has agreed to COFIDE's participation on the Minera IRL board of directors,
subject to the required approvals.


--  The key terms of the Bridge Loan:

    --  Interest rate: LIBOR plus 6.17%, payable quarterly in arrears
    --  Term: 24 months
    --  Structuring and Disbursement Commission of 2.25% along with a
        US$300,000 upfront fee, paid on the disbursement of the Bridge Loan
    --  The Bridge Loan is expected to be repaid from the follow-on Senior
        Project Debt Facility, but is repayable at any point, subject to a
        0.75% fee
--  The Company is applying the Bridge Loan funds towards consolidating debt
    and will apply net proceeds towards advancing the development of
    Ollachea as well as funding a limited resource expansion drilling
    campaign. Use of proceeds are expected to include:

    --  Repayment of the Macquarie Bank debt facility
    --  Final property payment to Rio Tinto
    --  Commencing the detailed engineering and design of the Ollachea plant
    --  Pre-construction project development work
    --  Resource expansion drilling at the Minapampa Far East Zone at
    --  Continue its commitment to social and environmental programs
    --  Financing and advisory expenses
    --  General corporate expenses and working capital
--  The Company has signed a Mandate Letter with COFIDE to structure a
    Senior Project Debt Facility for up to US$240 million which includes
    retirement of the Bridge Loan.

--  Minera IRL expects to seek equity participants to reduce the amount of
    debt and leverage on the project to what the Company determines to be an
    acceptable level, and will include input from COFIDE and potential debt
    and equity providers.

--  It is expected that one or more financial institutions will be invited
    to participate in the Senior Project Debt Facility.

--  Although there can be no guarantee on the timing and terms, it is the
    intent of COFIDE and Minera IRL to have the Senior Project Debt Facility
    in place prior to the end of 2015.

--  The Bridge Loan is secured by the Ollachea Gold Project's assets, mining
    reserves, mining concessions and rights, guarantees from Minera IRL
    S.A., and a pledge of the shares of the Company's subsidiary Compania
    Minera Kuri Kullu S.A., which owns 100% of the Ollachea Gold Project.

--  Specifics of the Macquarie debt repayment and Rio Tinto property payment

    --  Repayment of US$30 million Macquarie Bank debt facility (plus
        accrued interest) and release of associated security.

    --  Payment of US$12.9 million of the US$15.1 million outstanding to Rio
        Tinto, under the Ollachea Mining Rights Transfer Contract, and
        release of associated security. The remaining US$2.2 million
        outstanding has been be converted into an unsecured promissory note,
        accruing interest at a rate of 7% per annum, payable by 31 December
        2015, either in cash or ordinary shares of Minera IRL, at the
        discretion of the Company (the "Agreement Regarding Payment").

Transaction Considerations

In addition to the Structuring and Disbursement commissions outlined above, Minera IRL has committed payments totalling
US$2.6 million for services relating to legal assessment, technical and financial advisory. Likewise, the Company has
granted 11.6 million options (exercisable for a year following the commencement of commercial production from the
Ollachea Gold Project at an exercise price of C$0.20) and a 0.9% net smelter return over the Ollachea Gold Project. The
Company has a right of first refusal on the sale of the royalty and can repurchase the royalty, at its option, up until
the date that Minera announces final commissioning of the project.

Related Party Transaction

Under the AIM Rules, Rio Tinto is deemed to be a related party of Minera IRL due to its substantial shareholdings in the
Company. As such, the Agreement Regarding Payment is deemed to be a related party transaction under the AIM Rules. The
directors of Minera IRL consider, having consulted with the Company's Nominated Adviser, Canaccord Genuity Limited, that
the terms of the Agreement Regarding Payment is fair and reasonable insofar as shareholders are concerned.

Commenting on the Ollachea financing package, Daryl Hodges, Minera IRL's Executive Chairman, stated, "This transaction
is an important first step for Minera IRL and is the culmination of efforts of the Minera IRL team, working closely with
COFIDE and its advisors. Minera IRL can now focus on taking final steps toward financing its flagship project to
production. With support from COFIDE, the Company is in a much better position to arrange financing for Ollachea, build
the project, deliver on its commitments to the local community to create jobs, wealth for the benefit of the region, and
create new opportunity for its shareholders. We cannot neglect to mention that this was the dream of Courtney
Chamberlain, whose untimely passing was felt by all."

Dr. Diego Benavides, Minera IRL's Interim CEO and Executive President of Minera IRL S.A., continued, "The financial
backing from COFIDE is the result of over 18 months of discussions, comprehensive project evaluation, and due diligence
by independent consultants. The support of COFIDE is an endorsement of the technical quality of our Ollachea Gold
Project and its importance to the Ollachea Community and the Puno region. We now have the opportunity to focus on
working with the Ollachea community, our true long-term partners, in developing an outstanding modern mining operation
providing key economic benefits to the Puno region and, indeed, to Peru."

Mr. Jorge Ramos, General Manager of COFIDE, commented, "We are very pleased to be able to offer this financing package
to Minera IRL. Ollachea represents an economically robust gold project and this is an excellent opportunity for COFIDE's
first mine project financing. We have confidence that the Minera IRL team will ensure that the Ollachea Gold Project
will be a great success, which will have important benefits for the Ollachea community and Peru."

Mr. Juan Luis Valeriano, President of the Community of Ollachea, stated, "After eight years of working in partnership
with Minera IRL, indeed sharing a close friendship, we are glad that COFIDE, an institution of the Peruvian Government,
is providing the financing for the development of the Ollachea mine. The new mine will provide long-term benefits to our
local economy, especially towards job creation, social projects, and spin-off business opportunities for many of our
citizens. Ollachea will also be Peru's first 'Partner Community' with a mining company with the community holding a 5%
shareholding in the project."

Analyst and Investor Conference Call

Minera IRL plans to host a conference call at 9:00 am Lima time, 10:00 am Toronto time and 3:00 pm London Time on
Tuesday, 9 June 2015.

To participate in the conference call, please dial:

Toll Free North America:                     +1 (877) 223-4471
Toll Free United Kingdom:                    +44 0 (800) 051-7107
Toll Free Peru:                              +51 0 (800) 53-840
Toll Free Chile:                             +56 (123) 0020-9709
Other International Locations:               +1 (647) 788-4922

A live webcast may be accessed at http://www.gowebcasting.com/6573

The webcast will be archived on the Mineral IRL website (www.minera-irl.com) and a playback of the conference call may
be accessed until 23 June 2015 by dialing:

Toll Free North America:                       +1 (800) 585-8367
Other International Locations:                 +1 (416) 621-4642

The passcode to access the playback of the conference call is 63059638#.

The Ollachea Gold Project

The Company's objective is to bring the Ollachea Gold Project into production in the second half of 2017 at an initial
production rate of 100,000 ounces of gold per year and at a projected total on site operating cash cost of under US$600
per ounce.

The Ollachea orogenic gold deposit, located in the Puno Region, southern Peru, was discovered by Minera IRL in late
2008. Since that time, the Company has completed more than 81,000 metres of surface diamond drilling in 208 holes,
resulting in the delineation of significant gold mineral resources and reserves. In November 2012, the Company completed
a Definitive Feasibility Study ("DFS") on the Minapampa zone and in early 2013 finished driving a 1.2 kilometre 5 x 5
metre access tunnel from the plant site, located in an adjoining valley, to the ore deposit. The project has solid
support from the Ollachea Community illustrated and underpinned by the 30-year Surface Rights Agreement signed in May

The results of a DFS optimization process were announced by the Company in its press release dated 4 June 2014. These
studies further optimized the robust underground mining operation with Probable Mineral Reserves of 9.2 million tonnes
grading 3.4 grams of gold per tonne ("g/t Au"), at a cut-off grade of 2.0 g/t Au, and containing 1.0 million ounces. The
Ollachea mine production schedule shows 930,000 ounces of gold being produced over an initial nine-year mine life with
total cash costs of US$587 per ounce sold and site cash operating costs of US$509 per ounce produced. The up-front
capital cost is estimated at US$177 million (including US$12 million IGV, which is recoverable) and the life-of-mine
capital cost is estimated at US$220 million which includes sustaining capital and closure costs.

The project economics are robust over a range of gold prices and discount rates, as has been previously reported by the

Significant potential exists to increase mineral resources both along strike and at depth as evidenced by the results
from three underground holes that stepped out 320 metres along the eastern strike of the Minapampa deposit. Each hole
returned a significant intersection at a higher grade than the current Minapampa resource grade (reported in the
Company's press release dated 2 April 2013). Drilling to better define the resource potential to the east of Minapampa,
a cost effective future production site situated closer to the proposed treatment plant, is planned to recommence during
the second half of 2015. Recent re-evaluation of existing drill core has resulted in a fuller understanding of
structural controls on economic gold mineralization in the system. This information has been used to better focus the
targeting of future resource-expansion drilling.


Corporacion Financiera de Desarrollo S.A. ("COFIDE") is a Peruvian state-owned development bank. COFIDE's charter is to
provide financing to projects of national interest. COFIDE is also actively involved with several Peruvian community
programs which provide economic, health, social, educational and sustainable large-scale development.

COFIDE and Minera IRL will consolidate their successful track-record in social relationships through the implementation
of the Rural Business Development Inclusive Program ("PRIDER") designed by COFIDE with the purpose of promoting
financial training and business incorporation towards a more efficient management and the creation of companies in the
Ollachea Community. Additional information on COFIDE can be found on their Spanish language website, www.cofide.com.pe.

About Minera IRL Limited

Minera IRL Limited is an AIM, TSX and BVL listed precious metals mining and exploration company with operations in Latin
America. Minera IRL is led by a management team with extensive operating experience in South America. In Peru, the
Company operates the Corihuarmi Gold Mine, which continues to add cash flow and has untested potential, and with the
financings described in this press release, is now poised to advance its flagship Ollachea Gold Project towards

For more information, please visit www.minera-irl.com.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information
contained in this news release.

Cautionary Statement on Forward-Looking Information

Certain information in this news release, including information about the Company's financial or operating performance
and other statements expressing management's expectations or estimates of future events, performance and exploration and
development programs or plans constitute "forward-looking statements". Forward-looking statements often, but not always,
are identified by words such as "seek", "believe", "expect", "do not expect", "will", "will not", "intend", "estimate",
"anticipate", "plan", "schedule" and similar expressions of a conditional or future oriented nature identify forward-
looking statements. Forward-looking statements are, necessarily, based upon a number of estimates and assumptions. While
considered by management to be reasonable in the context in which they are made, forward-looking statements are
inherently subject to political, legal, regulatory, business and economic risks and competitive uncertainties and

The Company cautions readers that forward-looking statements involve known and unknown risks, uncertainties and other
factors that may cause Minera IRL's actual financial results, future performance and results of exploration and
development programs and plans to be materially different than those expected or estimated future results, performance
or achievements and that forward-looking statements are not guarantees of future performance, results or achievements.

Forward-looking statements are made as of the date of this news release and Minera IRL assumes no obligation, except as
may be required by law, to update or revise them to reflect new events or circumstances. Risks, uncertainties and
contingencies and other factors that might cause actual performance to differ from forward-looking statements include,
but are not limited to, any failure to obtain or complete project financing for the Ollachea Gold Project (including the
Senior Debt Facility), changes in the price of precious metals and commodities, changes in the relative exchange rates
of the US dollar against the Peruvian nuevo sol, interest rates, legislative, political, social or economic developments
both within the countries in which the Company operates and in general, contests over title to property, the speculative
nature of mineral exploration and development, operating or technical difficulties in connection with the Company's
development or exploration programs, increasing costs as a result of inflation or scarcity of human resources and input
materials or equipment. Known and unknown risks inherent in the mining business include potential uncertainties related
to the title of mineral claims, the accuracy of mineral reserve and resource estimates, metallurgical recoveries,
capital and operating costs and the future demand for minerals. For additional information, please consult the Company's
most recently filed MD&A and Annual Information Form.

Qualified Persons

The preparation of the technical information contained herein was supervised by A.E. Olson, Consultant, MAusIMM, who is
recognized as a Qualified Person for the purposes of National Instrument 43-101, and who has reviewed and approved the
technical information in this press release.

The preparation of the technical resource information contained herein was supervised by Donald McIver, VP Exploration
of the Company, MSc Exploration and Economic Geology, a Fellow of the Australian Institute of Mining and Metallurgy
(FAusIMM), as well as the Society of Economic Geologists (FSEG), who is recognized as a Qualified Person for the
purposes of National Instrument 43-101, and who has reviewed and approved the resource information in this press

Non-IFRS Measures

"Site operating cash costs" and "total cash costs" are non-IFRS measures that do not have a standardized meaning
prescribed by GAAP or IFRS and may not be comparable to other similarly titled measures of other gold mining companies.

"Site operating cash costs" include costs such as mining, processing and administration, but are exclusive of royalties,
workers' profit participation cost, depreciation, amortization, reclamation, capital, development, exploration and other
non-site costs (transport and refining of metals, and community and environmental).These costs are then divided by
ounces produced to arrive at "site cash operating costs per ounce".

"Total cash costs" includes "site operating cash costs" and reflects the cash operating costs allocated from in-process
and dore inventory associated with ounce of gold in the period, plus applicable royalties, workers' profit participation
cost, and other non-site costs (transport and refining of metals, and community and environmental). These costs are then
divided by the ounces sold to arrive at "total cash costs per ounce sold".

These measures may vary from one period to another due to operating efficiencies, waste-to-ore ratios, grade of ore
processed and gold recovery rates in the period.

Management believes this information is useful to investors because these measures are considered to be key indicators
of a company's ability to generate operating earnings and cash flow from its mining operations. These measures are
furnished to provide additional information and are non-GAAP and non-IFRS measures that do not have any standardized
meaning prescribed by GAAP or IFRS. They should not be considered in isolation as a substitute for measures of
performance prepared in accordance with IFRS, and are not necessarily indicative of operating costs presented under


Minera IRL
Daryl Hodges
Executive Chairman
+1 (416) 907-7363


Minera IRL
Diego Benavides
Interim CEO and President, Minera IRL S.A.
+ (511) 418-1230


Minera IRL
Brad Boland
+1 (416) 907-7363


Canaccord-Genuity Limited
(Nominated Adviser & Broker, London)
Henry Fitzgerald-O'Connor
Chris Fincken
+ 44 (0)20 7523 8000


(Financial PR, London)
Bobby Morse
Gordon Poole
+44 (0)20 7466 5000

Contact Information

  • Minera IRL Limited