TMAC Resources Inc.

TMAC Resources Inc.

July 07, 2015 08:19 ET

TMAC Resources Completes Initial Public Offering of C$135 Million

TORONTO, ONTARIO--(Marketwired - July 7, 2015) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TMAC Resources Inc. ("TMAC" or the "Company") is pleased to announce that it has successfully closed its initial public offering (the "Offering") of common shares.

Under the Offering, TMAC issued 22,500,000 common shares at a price of C$6.00 per common share for aggregate gross proceeds to TMAC of C$135,000,000. The distribution of the common shares under the Offering was qualified by way of prospectus dated June 26, 2015 filed with the securities regulatory authorities in each of the provinces and territories of Canada, other than Quebec. The underwriting syndicate for the Offering was led by BMO Capital Markets and CIBC, and included Dundee Securities Ltd., GMP Securities L.P., National Bank Financial Inc., Scotia Capital Inc. and TD Securities Inc.

TMAC's common shares will commence trading on the Toronto Stock Exchange under the symbol "TMR" at the opening of trading today.

The net proceeds raised under the Offering will be used to advance the Hope Bay Project to planned first production by the end of 2016, for exploration activities and general corporate purposes.

TMAC has granted the Underwriters an option (the "Over-Allotment Option"), exercisable in whole or in part for a 30 day period after closing of the Offering, to purchase up to an additional 3,375,000 common shares of TMAC at C$6.00 per common share. If the Underwriters exercise the Over-Allotment Option in full, the total gross proceeds raised under the Offering will be C$155,250,000.

Terry MacGibbon, TMAC's Executive Chairman stated, "We are extremely pleased with the strong support TMAC has received, which allowed us to upsize our initial public offering. Our priority now is to continue advancing the Hope Bay Project towards planned first production by the end of 2016."

Catharine Farrow, TMAC's Chief Executive Officer stated, "The completion of the C$135,000,000 Offering, along with the approximately C$68,000,000 dedicated for capital expenditures that TMAC had in its treasury in January 2015 and the US$120,000,000 term loan facility (approximately C$150,000,000 at current currency rates), will provide TMAC with over C$350,000,000. This amount, excluding the possible Over-Allotment Option, will not only fully fund the construction of the Hope Bay Project, budgeted to cost approximately C$272,000,000, but will provide a significant capital overrun cushion, if needed. We are currently finalizing the definitive documents and agreements related to the Sprott Resource Lending Partnership and Morgan Stanley Capital Group Inc. loan facility and expect to close that facility shortly."

A final prospectus containing important information relating to these securities has been filed with securities commissions or similar authorities in certain jurisdictions of Canada. A copy of the final prospectus is available from the persons above and is on the SEDAR website at www.sedar.com. The final prospectus notes that an investment in the common shares of the Company is speculative and involves a high degree of risk. The Company's business is subject to the risks normally encountered in the mining industry. An investment in the common shares of the Company is suitable only for those investors who are willing to risk a loss of some or all of their investment. For more information, potential investors should read the final prospectus, including the "Risk Factors" and the "Statement Regarding Forward Looking Information".

This press release is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia) or any other jurisdiction outside Canada. This press release does not constitute or form a part of any offer or solicitation to buy or sell any securities in the United States or any other jurisdiction outside of Canada. The securities offered pursuant to the Prospectus have not been and will not be registered under the United States Securities Act of 1933, as amended, (the "U.S. Securities Act") or the securities laws of any state of the United States and may not be offered or sold within the United States other than pursuant to an available exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. There will be no public offer of securities in the United States.

About TMAC Resources

TMAC Resources Inc. was incorporated under the OBCA on October 30, 2012. The Company's principal business objectives are the acquisition, exploration and development of precious metal resource properties. The Company's principal asset is a 100% interest in the Hope Bay Project, which it acquired from Newmont in March 2013. The Company's near term goal is to bring the Hope Bay Project into production, beginning with bringing the Doris deposit into production by the end of 2016.

Since TMAC's incorporation, it has focused on the exploration and development of the Hope Bay Project and the raising of equity capital to fund property exploration and development. The Company has an experienced board of directors with depth of experience and market credibility and an exploration and development team with an extensive track record of developing high grade, profitable underground mines.

Forward-Looking Information

This release contains "forward-looking information" within the meaning of applicable securities laws that is intended to be covered by the safe harbours created by those laws. "Forward-looking information" includes statements that use forward-looking terminology such as "may", "will", "expect", "anticipate", "believe", "continue", "potential" or the negative thereof or other variations thereof or comparable terminology. Such forward-looking information includes, without limitation, bringing the Hope Bay Project into production, beginning with bringing the Doris deposit into production by the end of 2016, the closing of the secured term loan facility (the "Debt Facility") and the availability of funds thereunder, and that the net proceeds of the Offering and drawdowns under the Debt Facility will be sufficient to fully fund the Hope Bay Project.

Forward-looking information is not a guarantee of future performance and is based upon a number of estimates and assumptions of management at the date the statements are made, including among other things, assumptions about: the successful completion of documentation for the Debt Facility; the ability meet the conditions to drawdowns under the Debt Facility; the ability to raise any additional capital needed to advance the development of the Hope Bay Project to production; future prices of gold and other metal prices; accuracy of the mineral resource and mineral reserve estimates in the PFS; the geology of the Hope Bay Project being as described in the Company's technical report for the Hope Bay Project filed on SEDAR (the "PFS"); the metallurgical characteristics of the deposit being suitable for the processing plant; the successful and timely delivery, installation and operation of the processing plant; production costs being as estimated in the PFS; accuracy of budgeted exploration and development costs and expenditures, including to complete development of the infrastructure at the Hope Bay Project; the price of other commodities such as fuel; future currency exchange rates and interest rates; favourable operating conditions; political and regulatory stability; receipt of governmental approvals and permits and all necessary third party financing on favourable terms; obtaining renewals for existing licences and permits and obtaining all other required licences and permits; sustained labour stability; stability in financial and capital goods markets; availability of equipment; positive relations with the KIA and NTI and other local groups; and the Company's ability to operate in the harsh northern Canadian climate.

Furthermore, such forward-looking information involves a variety of known and unknown risks, uncertainties and other factors which may cause the actual plans, intentions, activities, results, performance or achievements of the Company to be materially different from any future plans, intentions, activities, results, performance or achievements expressed or implied by such forward-looking information. Such risks include, without limitation: general business, social, economic, political, regulatory and competitive uncertainties; differences in size, grade, continuity, geometry or location of mineralization from that predicted by geological modelling and the subjective and interpretative nature of the geological modelling process; the speculative nature of mineral exploration and development, including the risk of diminishing quantities or grades of mineralization and the inherent riskiness of Inferred Mineral Resources; a material decline in the price of gold; a failure to achieve commercial viability, despite an acceptable gold price, or the presence of cost overruns which render the Hope Bay Project uneconomic; geological, hydrological and climactic events which may adversely affect infrastructure, operations and development plans, and the inability to effectively mitigate or predict with certainty the occurrence of such events; the Debt Facility is not yet committed;
credit and liquidity risks associated with the Company's financing activities, including constraints on the Company's ability to raise and expend funds as a result of not meeting conditions precedent to drawdowns under, and operational and reporting covenants associated with, the Debt Facility and the risk that the Company will be unable to service its indebtedness; the Company's inability to raise sufficient funds to develop the Hope Bay Project into commercial production; delays in construction or development of the Hope Bay Project resulting from delays in the performance of the obligations of the Company's contractors and consultants, the receipt of governmental and third party approvals, licences and permits in a timely manner or to complete and successfully operate mining and processing components; the Company's failure to accurately model and budget future capital and operating costs associated with the development and operation of the Hope Bay Project; difficulties with transportation and logistics relating to the delivery of essential equipment and supplies to the Hope Bay Project, including by way of airlift and sealift, and the logistical challenges presented by the Hope Bay Project's location in a remote Arctic environment; the Company's failure to develop or supply adequate infrastructure to sustain the development and operation of the Hope Bay Project, including the provision of reliable sources of electrical power, water, and transportation; adverse fluctuations in the market prices and availability of commodities and equipment affecting the Company's business and operations; the unavailability of specialized expertise in respect of operating in a remote, environmentally extreme and ecologically sensitive area such as in the Kitikmeot region of Nunavut; the Company's management being unable to successfully apply their skills and experience and attract and retain highly skilled personnel;
the cyclical nature of the mining industry and increasing prices and competition for resources and personnel during mining cycle peaks; the Company's failure to maintain good working relationships with Inuit organizations; the Company's failure to comply with laws and regulations or other regulatory requirements; the Company's failure to comply with existing approvals, licences and permits, and Inuit agreements, and the Company's inability to renew existing approvals, licences, permits and Inuit agreements or obtain required new approvals, licences, permits and Inuit agreements on timelines required to support development plans; the Company's failure to comply with environmental regulations, the tendency of such regulations to become more strict over time, and the costs associated with maintaining and monitoring compliance with such regulations; the adverse influence of third party stakeholders including social and environmental non-governmental organizations; the adverse impact of competitive conditions in the mineral exploration and mining business; the Company's failure to maintain satisfactory labour relations and the risk of labour disruptions or changes in legislation relating to labour; limits of insurance coverage and uninsurable risk; the adverse effect of currency fluctuations on the Company's financial performance; and other risks involved in the exploration, development and mining business generally, including, without limitation, environmental risks and hazards, cave-ins, flooding, rock bursts and other acts of God or natural disasters or unfavourable operating conditions. Although the Company has attempted to identify important factors that could cause actual actions, events, conditions, results, performance or achievements to differ materially from those described in forward-looking information, there may be other factors that cause actions, events, conditions, results, performance or achievements to differ from those anticipated, estimated or intended. See "Risk Factors" for a discussion of certain factors investors should carefully consider before deciding to invest in the Common Shares.

The Company cautions that the foregoing lists of important assumptions and factors are not exhaustive. Other events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward-looking information contained herein. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, investors should not place undue reliance on forward-looking information.

No securities regulatory authority has either approved or disapproved of the contents of this press release.

Contact Information

  • Terry MacGibbon
    416-628-0216

    Catharine Farrow
    416-628-0216