TORONTO, ONTARIO--(Marketwired - Oct. 3, 2016) - Orion Mine Finance announced today that, on September 30, 2016, Orion Mine Finance Fund II LP, a limited partnership managed by Orion Mine Finance Management II Limited (collectively, "Orion"), purchased 10,958,333 newly issued common shares of Premier Gold Mines Limited ("Premier") for an aggregate purchase price of US$35,000,000 (or a price of C$4.20 per share for a gross purchase price of approximately C$46,025,000 based on an exchange rate of 1.315 Canadian dollars per U.S. dollar) (the "Private Placement"). The Private Placement was completed as a part of a US$122,500,000 financing package provided by certain affiliates of Orion for Premier's acquisition from Yamana Gold Inc. of the Mercedes mine located in Sonora State, Mexico. The financing package consisted of the Private Placement, a US$42,187,500 gold prepay credit facility (the "Gold Prepay Credit Agreement"), a US$11,500,000 silver stream and an increase in the Issuer's existing credit facility with an affiliate of Orion of US$15,000,000 to US$45,000,000. Pursuant to the terms of the Gold Prepay Credit Agreement, on September 30, 2016, Premier also issued warrants to Orion to purchase 1,000,000 common shares at a purchase price of C$5.46 per common share until June 30, 2018 (the acquisition of such warrants, together with the Private Placement, the "Equity Investment"). In addition, subject to certain exceptions, Premier may satisfy four interest payments in accordance with the terms of the Gold Prepay Credit Agreement through the issuance of common shares to Orion ("Additional Common Shares"), which shall be issued at the then 10-day volume weighted average closing price.
Prior to the Equity Investment, Orion owned 6,393,443 common shares and warrants to purchase 2,000,000 common shares, representing approximately 4.53% of Premier's issued and outstanding common shares on a partially diluted basis. As a result of the Equity Investment and without giving effect to the Additional Common Shares, Orion owns 17,351,776 common shares and warrants to purchase 3,000,000 common shares, representing approximately 10.02% of Premier's issued and outstanding common shares on a partially diluted basis.
Orion acquired the common shares and warrants for investment purposes. Except for the potential acquisition of Additional Common Shares in accordance with the terms of the Gold Prepay Credit Agreement, Orion has no current plan or future intentions which relate to, or would result in, acquiring additional securities of Premier, disposing of securities of Premier, or any of the other actions requiring disclosure under the early warning reporting provisions of applicable securities laws. Depending on market conditions, Orion's view of Premier's prospects and other factors considered relevant by Orion, Orion may acquire additional securities of Premier from time to time in the future, in the open market or pursuant to privately negotiated transactions, or may sell all or a portion of its securities of Premier.
This news release is being issued under the early warning reporting provisions of applicable securities laws. An early warning report with additional information in respect of the foregoing matters will be filed and made available under the SEDAR profile of Premier at www.sedar.com. To obtain a copy of the early warning report, you may also contact Limor Nissan, General Counsel of Orion Resource Partners (USA) LP at 212-596-3469. Orion's address is Canon's Court, 22 Victoria Street, Hamilton, Bermuda HM12.
Certain statements in the press release are forward-looking statements and are prospective in nature, including statements with respect to Orion's future intentions regarding the securities of Premier. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Such forward-looking statements should therefore be construed in light of such factors, and Orion is not under any obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.