Skip to main content

6-K

Entree Resources Ltd. (ERLFF)

6-K 2021-04-26 For: 2021-04-23
View Original
Added on April 10, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April 2021

Commission File Number: 001-32570

ENTRÉE RESOURCES LTD (Translation of registrant's name into English)


Suite 1650 – 1066 West Hastings Street,

Vancouver, BC, V6E 3X1, Canada

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  x        Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission fling on EDGAR.

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨         No x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-__________.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ENTRÉE RESOURCES LTD
(Registrant)
Date: April 23, 2021 By: /s/ Duane Lo
Duane Lo
Chief Financial Officer

EXHIBIT LIST

Exhibit Description
99.1 News Release dated April 9, 2021 - ENTRÉE RESOURCES WELCOMES ANNOUNCEMENT OF UPDATED FUNDING PLAN TO COMPLETE OYU TOLGOI UNDERGROUND CONSTRUCTION

Exhibit 99.1

ENTRÉE RESOURCES WELCOMES ANNOUNCEMENTOF UPDATED FUNDING PLAN TO COMPLETE OYU TOLGOI UNDERGROUND CONSTRUCTION

Vancouver,B.C., April 9, 2021 – Entrée Resources Ltd. (TSX:ETG; OTCQB:ERLFF – the “Company” or “Entrée”) reports that on April 9, 2021, Turquoise Hill Resources Ltd. (“Turquoise Hill”), announced they have reached a binding agreement (“Heads of Agreement”) with Rio Tinto on a funding plan to complete the construction of Lift 1 of the Oyu Tolgoi underground project (“Oyu Tolgoi”) in Mongolia.

The Hugo North Extension deposit on the Entrée/Oyu Tolgoi JV Property is an integral part of the Lift 1 mine plan.

Stephen Scott, Entrée’s President & CEO commented, “This is great news for all Oyu Tolgoi project stakeholders, including Entrée. Ensuring remaining necessary capital funding is in place eliminates a key Oyu Tolgoi underground project execution risk. Achievement of this very important milestone moves the project one step closer to completion.”

Highlights of the Heads of Agreement include:

· Addresses the estimated remaining funding required of approximately US$2.3 billion^1^ and replaces<br>the previous non-binding Memorandum of Understanding entered on September 2, 2020.
· Pursue re-profiling of existing project debt to better align with the revised mine plan, project timing<br>and cash flows to reduce the currently projected funding requirements of Oyu Tolgoi LLC (“OTLLC”) by up to US$1.4 billion.
--- ---
· Seek to raise up to US$500 million in senior supplemental debt (“SSD”) under the existing<br>project financing arrangements from selected international financial institutions.
--- ---
· Rio Tinto is committed to address any potential shortfalls from the re-profiling and additional SSD of<br>up to US$750 million by providing a senior co-lending facility (the “Co-Lending Facility”) on the same terms as OTLLC’s<br>project financing.
--- ---
· Turquoise Hill has committed to complete an equity offering of common shares for up to US$500 million<br>in the form of, and at Turquoise Hill’s discretion, either (i) a rights offering of common shares or (ii) a public offering or private<br>placement of common shares, in either case sufficient to satisfy any remaining funding shortfall of up to US$500 million within six months<br>of the Co-Lending Facility becoming available.
--- ---
· The Heads of Agreement is subject to securing approval by OTLLC and any required support from the Government<br>of Mongolia.
--- ---

^1^ Theestimated remaining funding requirement is based on the terms of the Heads of Agreement and current anticipated copper prices, among otherfactors, and does not include funding, if any, which may become required for a power plant.

Oyu Tolgoi includes two separate land holdings: the Oyu Tolgoi mining licence, which is held by Entrée’s joint venture partner, OTLLC, and the Entrée/Oyu Tolgoi joint venture property (“Entrée/Oyu Tolgoi JV Property”), which is a partnership between Entrée and OTLLC.

ABOUT ENTRÉE RESOURCES LTD.

Entrée Resources Ltd. is a well-funded Canadian mining company with a unique carried joint venture interest on a significant portion of one of the world’s largest copper-gold projects – the Oyu Tolgoi project in Mongolia. Entrée has a 20% or 30% carried participating interest in the Entrée/Oyu Tolgoi JV, depending on the depth of mineralization. Sandstorm, Rio Tinto and Turquoise Hill are major shareholders of Entrée, holding approximately 23%, 9% and 8% of the shares of the Company, respectively. More information about Entrée can be found at www.EntreeResourcesLtd.com.

FURTHER INFORMATION

David Jan

Investor Relations

Entrée Resources Ltd.

Tel: 604-687-4777 | Toll Free: 1-866-368-7330

E-mail: [email protected]

This News Release contains forward-lookingstatements within the meaning of the United States Private Securities Litigation Reform Act of 1995 and forward-looking information withinthe meaning of applicable Canadian securities laws with respect to corporate strategies and plans; requirements for additional capital;uses of funds and projected expenditures; the expectations set out in OTLLC’s 2020 Oyu Tolgoi Feasibility Study; timing and statusof Oyu Tolgoi underground development; the mine design for Hugo North Lift 1 and the related cost and production schedule implications;future commodity prices; estimates of capital and operating costs, mill throughput, cash flows and mine life; capital, financing and projectdevelopment risk; the potential outcome of discussions between the Government of Mongolia, Rio Tinto, OTLLC and Turquoise Hill on a rangeof issues; anticipated business activities; and future financial performance.

In certain cases, forward-looking statementsand information can be identified by words such as "plans", "expects" or "does not expect", "is expected","budgeted", "scheduled", "estimates", "forecasts", "intends", "anticipates",or "does not anticipate" or "believes" or variations of such words and phrases or statements that certain actions,events or results "may", "could", "would", "might", "will be taken", "occur"or "be achieved". While the Company has based these forward-looking statements on its expectations about future events as atthe date that such statements were prepared, the statements are not a guarantee of Entrée’s future performance and are basedon numerous assumptions regarding present and future business strategies, the correct interpretation of agreements, laws and regulations,local and global economic conditions and negotiations and the environment in which Entrée will operate in the future, includingcommodity prices, projected grades, projected dilution, anticipated capital and operating costs, anticipated future production and cashflows, the anticipated location of certain infrastructure and sequence of mining within and across panel boundaries, the constructionand continued development of the Oyu Tolgoi underground mine and the status of Entrée’s relationship and interaction withthe Government of Mongolia, OTLLC, Rio Tinto and Turquoise Hill. With respect to the construction and continued development of the OyuTolgoi underground mine, important risks, uncertainties and factors which could cause actual results to differ materially from futureresults expressed or implied by such forward-looking statements and information include, amongst others, the timing and cost of the constructionand expansion of mining and processing facilities; the timing and availability of a long term domestic power source for Oyu Tolgoi (orthe availability of financing for OTLLC or the Government of Mongolia to construct such a source); the willingness of third parties toextend existing power arrangements; the potential impact of COVID-19, including any restrictions imposed by health and governmental authoritiesrelating thereto; the ability of OTLLC to secure and draw down on the supplemental debt under the Oyu Tolgoi project finance facilityand the availability of additional financing on terms reasonably acceptable to OTLLC, Turquoise Hill and Rio Tinto to further developOyu Tolgoi; the impact of changes in, changes in interpretation to or changes in enforcement of, laws, regulations and government practisesin Mongolia; delays, and the costs which would result from delays, in the development of the underground mine; the status of the relationshipand interaction between OTLLC, Rio Tinto, Turquoise Hill and the Government of Mongolia on the continued operation and development ofOyu Tolgoi, future funding plans and requirements and OTLLC internal governance (including the outcome of any such interactions or discussions);the willingness and ability of the parties to the Oyu Tolgoi Underground Mine Development and Financing Plan to amend or replace the agreement;the nature and quantum of the current and projected economic benefits to Mongolia resulting from the continued operation of Oyu Tolgoi;the anticipated location of certain infrastructure and sequence of mining within and across panel boundaries; projected commodity pricesand their market demand; and production estimates and the anticipated yearly production of copper, gold and silver at the Oyu Tolgoi undergroundmine.

| - 2 - |

| --- |

Other risks, uncertainties and factors whichcould cause actual results, performance or achievements of Entrée to differ materially from future results, performance or achievementsexpressed or implied by forward-looking statements and information include, amongst others, unanticipated costs, expenses or liabilities;discrepancies between actual and estimated production, mineral reserves and resources and metallurgical recoveries; development plansfor processing resources; matters relating to proposed exploration or expansion; mining operational and development risks, including geotechnicalrisks and ground conditions; regulatory restrictions (including environmental regulatory restrictions and liability); risks related tointernational operations, including legal and political risk in Mongolia; risks related to the potential impact of global or nationalhealth concerns, including the COVID-19 pandemic; risks associated with changes in the attitudes of governments to foreign investment;risks associated with the conduct of joint ventures; inability to upgrade Inferred mineral resources to Indicated or Measured mineralresources; inability to convert mineral resources to mineral reserves; conclusions of economic evaluations; fluctuations in commodityprices and demand; changing foreign exchange rates; the speculative nature of mineral exploration; the global economic climate; dilution;share price volatility; activities, actions or assessments by Rio Tinto, Turquoise Hill or OTLLC and by government authorities includingthe Government of Mongolia; the availability of funding on reasonable terms; the impact of changes in interpretation to or changes inenforcement of laws, regulations and government practices, including laws, regulations and government practices with respect to mining,foreign investment, royalties and taxation; the terms and timing of obtaining necessary environmental and other government approvals,consents and permits; the availability and cost of necessary items such as water, skilled labour, transportation and appropriate smeltingand refining arrangements; unanticipated reclamation expenses; changes to assumptions as to the availability of electrical power, andthe power rates used in operating cost estimates and financial analyses; changes to assumptions as to salvage values; ability to maintainthe social licence to operate; accidents, labour disputes and other risks of the mining industry; global climate change; title disputes;limitations on insurance coverage; competition; loss of key employees; cyber security incidents; misjudgements in the course of preparingforward-looking statements; as well as those factors discussed in the Company’s most recently filed MD&A and in the Company’sAnnual Information Form for the financial year ended December 31, 2020, dated March 31, 2021 filed with the Canadian Securities Administratorsand available at www.sedar.com. Although the Company has attempted to identify important factors that could cause actual actions, eventsor results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, eventsor results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to beaccurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readersshould not place undue reliance on forward-looking statements. The Company is under no obligation to update or alter any forward-lookingstatements except as required under applicable securities laws.

- 3 -