First Mining Gold Corp 6-K, filed Jun 12, 2020
First Mining Gold Corp. (FFMGF)
6-K
2020-06-12
For: 2020-06-11
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Added on
April 07, 2026
About this 6-K
First Mining Gold Corp filed this 6-K on June 12, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
June 2020
Commission File Number: 000-55607
First Mining Gold
Corp.
(Translation of registrant's name into English)
(Translation of registrant's name into English)
Suite
2070, 1188 West Georgia Street, Vancouver, B.C., V6E
4A2
(Address of principal executive office)
(Address of principal executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form
40-F.
Form 20-F [ ]
Form 40-F [ X ]
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): [ ]
SUBMITTED
HEREWITH
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Exhibits
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Press Release dated June 11,
2020
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SIGNATURES
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.
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First Mining Gold
Corp.
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(Registrant)
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Date: June 11,
2020
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/s/ Samir
Patel
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Samir
Patel
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General Counsel and
Corporate Secretary
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Exhibit
99.1
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TSX: FF
OTCQX: FFMGF
FRANKFURT: FMG
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NEWS RELEASE
First Mining Announces US$22.5 Million Funding
Agreement to
Advance the Springpole Gold Project
First Mining Signs Definitive Agreement to Sell a 50% Silver Stream
on the Springpole Gold Project to First Majestic
Silver
June 11, 2020 – Vancouver, Canada – First Mining Gold
Corp. (“First Mining” or the
“Company”) (TSX:
FF) (OTCQX: FFMGF)
(FRANKFURT: FMG) is pleased
to announce that it has entered into a funding agreement (the
“Agreement”) with First Majestic Silver Corp.
(“First Majestic”) (TSX: FR) (NYSE: AG) in relation to
the Company’s 100%-owned Springpole Gold Project
(“Springpole” or the “Project”) located in
Ontario, Canada. Under the terms of the Agreement, First Majestic
will pay First Mining total consideration of US$22.5 million for
the right to purchase 50% of the payable silver produced from
Springpole for the life of the Project (the “Stream”).
Further details are set out below under “Silver Stream
Agreement Details”.
“We
are excited to enhance our strategic partnership with First
Majestic to fund Springpole through the completion of the
Pre-Feasibility and Environmental Assessment processes”,
stated Dan Wilton, CEO of First Mining Gold. “This agreement
is the result of a year-long process to explore non-dilutive
financing alternatives with a number of different parties. This
silver stream sale leverages Springpole’s potential
by-product revenue, strengthens our balance sheet, and provides a
less dilutive source of funding to support our continued
advancement of one of the largest undeveloped open-pit gold
deposits in North America.”
Benefits of the Transaction
●
Secures a less
dilutive source of funding to advance Springpole through a key
de-risking phase, with the advancement of technical studies,
environmental permitting, and community consultation
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Provides First
Mining with sufficient capital to fund Springpole development
through the completion of a Pre-Feasibility Study
(“PFS”) for Springpole and the Environmental Assessment
processes, as well as corporate G&A through 2023
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Leaves the
Springpole project substantially unencumbered while maintaining
robust potential cash costs and all-in sustaining
costs
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Increases strategic
relationship with First Majestic to leverage their significant
technical and operating expertise for the benefit of Springpole
development
Silver Stream Agreement Details
First
Mining’s wholly-owned subsidiary, Gold Canyon Resources Inc.,
which owns 100% of Springpole, has entered into a definitive silver
purchase agreement with First Majestic. The key terms of the
Agreement are as follows:
Silver Stream
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First Majestic will
purchase 50% of the payable silver that will be produced from
Springpole by First Mining for the life of the Project
First Mining Consideration
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US$10 million on
closing of the Agreement, with US$2.5 million payable in cash and
the remaining $7.5 million payable in common shares of First
Majestic (the “First Majestic Shares”) based on the
volume-weighted average trading price (“VWAP”) of the
First Majestic Shares on the Toronto Stock Exchange (the
“TSX”) for the 20 trading days up to the day
immediately prior to the closing date
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US$7.5 million upon
First Mining publicly announcing the completion of a positive PFS
for Springpole, with US$3.75 million payable in cash and US$3.75
million payable in First Majestic Shares (based on 20-day
VWAP)
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US$5 million upon
First Mining receiving approval of a Federal or Provincial
Environmental Assessment for the Project, with US$2.5 million
payable in cash and the balance in First Majestic Shares (based on
20-day VWAP)
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The First Majestic
Shares shall be subject to a statutory four month and one day hold
period pursuant to applicable Canadian securities laws
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TSX: FF
OTCQX: FFMGF
FRANKFURT: FMG
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Buyback Right
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First Mining has
the right to repurchase 50% of the Stream for US$22.5 million at
any time prior to the commencement of commercial production at
Springpole
Warrant Issuance to First Majestic
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As part of the
Agreement, First Mining will issue 30 million common share purchase
warrants (“Warrants”) to First Majestic on the closing
date. Each Warrant will entitle First Majestic to purchase one
common share of First Mining at an exercise price of $0.40 for a
period of five years
Future Silver Stream Cash Payments
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First Majestic will
make ongoing cash payments to First Mining equal to 33% of the
lesser of the average spot price of silver for the applicable
calendar quarter, and the spot price of silver at the time of
delivery, subject to a price cap of US$7.50 per ounce of silver
(the “Price Cap”)
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The Price Cap is
subject to annual inflation escalation of 2%, commencing at the
start of the third year of commercial production at the
Project
Technical Committee
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First Mining and
First Majestic will form a three-member technical committee (the
“Technical Committee”) comprised of two members from
First Mining and one member from First Majestic. The Technical
Committee will advise First Mining on metallurgical testing,
process flow sheet development and through the completion of PFS
and Feasibility studies for Springpole, leveraging First
Majestic’s operating experience, intellectual property, and
infrastructure
Other Details
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First Mining has
granted a right of first refusal to First Majestic with respect to
any future silver stream financings for Springpole
Transaction Conditions and Timing
First
Majestic will need to obtain TSX approval to list the First
Majestic Shares that are part of the consideration, and First
Mining will need to obtain TSX approval to list the common shares
of First Mining issuable upon exercise of the Warrants. The
transaction is expected to close in early July 2020.
Advisors and Counsel
Cormark
Securities Inc. is acting as the Company’s financial advisor
and Cassels, Brock & Blackwell LLP is acting as the
Company’s legal advisor.
Conference Call and Webcast
Management
of First Mining will host a webcast on Friday, June 12, 2020 at 7 a.m. Pacific time /
10 a.m. Eastern time to discuss the merits of the Stream
transaction, First Mining’s recent developments, and to
answer shareholder questions. Shareholders, analysts, investors,
and media are invited to join the live webcast by registering using
the following link:
https://us02web.zoom.us/webinar/register/1515918221588/WN_UEgMChWtSRuiKLkb3iWjEQ
After
registering, you will receive a confirmation email containing
details to access the webinar via conference call or
webcast.
A
replay of the webcast will be available on First Mining’s
website following the conclusion of the call.
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TSX: FF
OTCQX: FFMGF
FRANKFURT: FMG
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Qualified Person
Hazel
Mullin, P.Geo., Director, Data Management and Technical Services of
First Mining, is a “Qualified Person” for the purposes
of National Instrument 43-101 Standards of Disclosure for Mineral
Projects (“NI 43-101”), and she has reviewed and
approved the scientific and technical disclosure contained in this
news release.
Springpole Gold Project
Springpole is one of the largest undeveloped open pit gold
assets in Canada, with permitting and a Pre-Feasibility Study
underway. The Project covers 41,943 hectares in northwestern
Ontario, located approximately 110 kilometres northeast of Red
Lake. Springpole currently hosts 4.67 million ounces gold in the
Indicated category and 0.23 million ounces gold in the Inferred
category, and the results of a Preliminary Economic Assessment study
published in 2019 (“PEA”) showcased the Project’s
size and scale. The study highlights an open pit mine and milling
operation with the potential to produce an average of 410,000
ounces of gold annually when in production (years two to nine).
First Mining acquired the Project in November 2015 through its
acquisition of Gold Canyon Resources Inc.
For
additional details, including a description of data verification
and QA/QC procedures, refer to the technical report titled
“Preliminary Economic Assessment Update for the Springpole
Gold Project, Ontario, Canada”, dated November 5, 2019, which
was prepared for First Mining by SRK Consulting (Canada) Inc. in
accordance with NI 43-101, and which is available under First
Mining’s SEDAR profile at www.sedar.com. First Mining notes that the
PEA is preliminary in nature, in that it includes inferred mineral
resources that are considered too speculative geologically to have
the economic considerations applied to them that would enable them
to be categorized as mineral reserves, and that there is no
certainty that the PEA will be realized.
About First Mining Gold Corp.
First
Mining is a Canadian gold developer focused on the development and
permitting of the Springpole Gold Project in northwestern Ontario.
Springpole is one of the
largest undeveloped gold projects in Canada, currently hosting a
mineral resource base of 4.67 million ounces of gold in the
Indicated category and 0.23 million ounces of gold in the Inferred
category. A Pre-Feasibility Study is underway, with completion
targeted in early 2021, and permitting is on-going with submission
of the EIS targeted for 2021. The Company is also in the process of
closing its announced
transaction with Treasury Metals Inc., after which it will
hold a large equity position in Treasury that is advancing the
Goliath-Goldlund gold project towards construction. First
Mining’s eastern Canadian property portfolio also includes
Pickle Crow (being advanced in
partnership with Auteco Minerals Ltd.), Cameron, Hope Brook, Duparquet,
Duquesne, and Pitt.
First
Mining was created in 2015 by Mr. Keith Neumeyer, founding
President and CEO of First Majestic Silver Corp.
ON BEHALF OF FIRST MINING GOLD CORP.
Daniel
W. Wilton
Chief Executive Officer and Director
For further information, please contact:
Spiros
Cacos | Vice
President, Investor Relations
Direct:
1.604.639.8827 | Toll Free:
1.844.306.8827 | Email: info@firstmininggold.com
www.firstmininggold.com
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TSX: FF
OTCQX: FFMGF
FRANKFURT: FMG
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Cautionary Note Regarding Forward-Looking Statements
This news release includes certain "forward-looking
information” and "forward-looking statements”
(collectively "forward-looking statements”) within the
meaning of applicable Canadian and United States securities
legislation including the United States Private Securities
Litigation Reform Act of 1995. These forward-looking statements are
made as of the date of this news release. Forward-looking
statements are frequently, but not always, identified by words such
as "expects”, "anticipates”, "believes”,
“plans”, “projects”, "intends”,
"estimates”, “envisages”, "potential”,
"possible”, “strategy”, “goals”,
“objectives”, or variations thereof or stating that
certain actions, events or results "may", "could", "would", "might"
or "will" be taken, occur or be achieved, or the negative of any of
these terms and similar expressions.
Forward-looking statements in this news release relate to future
events or future performance and reflect current estimates,
predictions, expectations or beliefs regarding future events and
include, but are not limited to, statements with respect to: (i)
the Company’s focus on advancing its assets towards
production;(ii) realizing the value of the Company’s gold
projects for the Company’s shareholders; . (iii) future
prices of gold, silver, base metals and certain other commodities;
(iv) the timing and amount of estimated future production; and (iv)
the potential to enhance the economics of the Springpole through
enhancing processing or other technologies. All forward-looking
statements are based on First Mining's or its consultants' current
beliefs as well as various assumptions made by them and information
currently available to them. There can be no assurance that such
statements will prove to be accurate, and actual results and future
events could differ materially from those anticipated in such
statements. Forward-looking statements reflect the beliefs,
opinions and projections on the date the statements are made and
are based upon a number of assumptions and estimates that, while
considered reasonable by the respective parties, are inherently
subject to significant business, economic, competitive, political
and social uncertainties and contingencies. Many factors, both
known and unknown, could cause actual results, performance or
achievements to be materially different from the results,
performance or achievements that are or may be expressed or implied
by such forward-looking statements and the parties have made
assumptions and estimates based on or related to many of these
factors. Such factors include, without limitation: failure to
obtain regulatory approval; demand for the Units and FT Units;
fluctuations in the spot and forward price of gold, silver, base
metals or certain other commodities; fluctuations in the currency
markets (such as the Canadian dollar versus the U.S. dollar);
changes in national and local government, legislation, taxation,
controls, regulations and political or economic developments; risks
and hazards associated with the business of mineral exploration,
development and mining (including environmental hazards, industrial
accidents, unusual or unexpected formations, pressures, cave-ins
and flooding); the presence of laws and regulations that may impose
restrictions on mining; employee relations; relationships with and
claims by local communities, indigenous populations and other
stakeholders; availability and increasing costs associated with
mining inputs and labour; the speculative nature of mineral
exploration and development; title to properties.; and the
additional risks described in the Company’s Annual
Information Form for the year ended December 31, 2019 filed with
the Canadian securities regulatory authorities under the
Company’s SEDAR profile at www.sedar.com, and in the
Company’s Annual Report on Form 40-F filed with the SEC on
EDGAR.
First Mining cautions that the foregoing list of factors that may
affect future results is not exhaustive. When relying on our
forward-looking statements to make decisions with respect to First
Mining, investors and others should carefully consider the
foregoing factors and other uncertainties and potential events.
First Mining does not undertake to update any forward-looking
statement, whether written or oral, that may be made from time to
time by the Company or on our behalf, except as required by
law.
Cautionary Note to United States Investors
This news release has been prepared in accordance with the
requirements of the securities laws in effect in Canada, which
differ from the requirements of U.S. securities laws. Unless
otherwise indicated, all resource and reserve estimates included in
this news release have been prepared in accordance with NI 43-101
and the Canadian Institute of Mining, Metallurgy, and Petroleum
2014 Definition Standards on Mineral Resources and Mineral
Reserves. NI 43-101 is a rule developed by the Canadian Securities
Administrators which establishes standards for all public
disclosure an issuer makes of scientific and technical information
concerning mineral projects. Canadian standards, including NI
43-101, differ significantly from the requirements of the SEC, and
mineral resource and reserve information contained herein may not
be comparable to similar information disclosed by U.S. companies.
In particular, and without limiting the generality of the
foregoing, the term "resource” does not equate to the term
"reserves”. Under U.S. 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. The SEC's disclosure standards normally do not permit the
inclusion of information concerning "measured mineral
resources”, "indicated mineral resources” or "inferred
mineral resources” or other descriptions of the amount of
mineralization in mineral deposits that do not constitute
"reserves” by U.S. standards in documents filed with the SEC.
Investors are cautioned not to assume that any part or all of
mineral deposits in these categories will ever be converted into
reserves. U.S. investors should also understand that "inferred
mineral resources” have a great amount of uncertainty as to
their existence and great uncertainty as to their economic and
legal feasibility. It cannot be assumed that all or any part of an
"inferred mineral resource” will ever be upgraded to a higher
category. Under Canadian rules, estimated "inferred mineral
resources” may not form the basis of feasibility or
pre-feasibility studies except in rare cases. Investors are
cautioned not to assume that all or any part of an "inferred
mineral resource” exists or is economically or legally
mineable. Disclosure of "contained ounces” in a resource is
permitted disclosure under Canadian regulations; however, the SEC
normally only permits issuers to report mineralization that does
not constitute "reserves” by SEC standards as in-place
tonnage and grade without reference to unit measures. The
requirements of NI 43-101 for identification of "reserves”
are also not the same as those of the SEC, and reserves reported by
the Company in compliance with NI 43-101 may not qualify as
"reserves” under SEC standards. Accordingly, information
concerning mineral deposits set forth herein may not be comparable
with information made public by companies that report in accordance
with U.S. standards.