Silver Elephant Mining Corp 6-K, filed Aug 26, 2021
Silver Elephant Mining Corp. (SILEF)
6-K
2021-08-26
For: 2021-08-26
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Added on
April 06, 2026
About this 6-K
Silver Elephant Mining Corp filed this 6-K on August 26, 2021.
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 August ,
2021
Commission
File Number 000-55985
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SILVER ELEPHANT MINING CORP.
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(Translation
of registrant’s name into English)
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Suite 1610 – 409 Granville Street
Vancouver, British Columbia, Canada V6C 1T2
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(Address
of principal executive offices)
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Indicate
by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F
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Form
20-F
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☒
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Form
40-F
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☐
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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):
☐
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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.
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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): ☐
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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 filing on
EDGAR.
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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.
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SILVER ELEPHANT MINING CORP.
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/s/
Irina
Plavutska
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Date:
August 26, 2021
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Irina Plavutska
Chief Financial Officer
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INDEX TO EXHIBITS
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News
release dated August 26, 2021.
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Exhibit
99.1
Silver Elephant Announces Execution of Plan of Arrangement and
Spin-Out of Nickel and Vanadium Assets
Vancouver, British Columbia, August 26, 2021 – Silver
Elephant Mining Corp. (“Silver Elephant” or “the
Company”) (TSX: ELEF, OTCQX:SILEF, Frankfurt:1P2N)
announces that it has
executed a plan of arrangement under the Business
Corporations Act (British Columbia) pursuant to which,
it shall (the “Arrangement”): (i) as disclosed in a
Company press release dated August 26, 2021, transfer certain
royalties presently held by the Company in certain projects of the
Company to Battery Metals Royalties Corp. (“Battery Metals
Royalties”), a wholly owned subsidiary of the Company; and
(ii) spin-out its Manitoba based Minago Nickel project
(“Minago”), its Nevada based Gibellini Vanadium project
(“Gibellini”), and Battery Metals Royalties each into
its own entity (each a “SpinCo”). In connection with
the Arrangement, the Company shall distribute shares of each SpinCo
to the Company’s shareholders
(“Shareholders”).
Pursuant to the Arrangement, it is currently expected that each
Shareholder will receive one share of the Minago SpinCo, one share
of the Gibellini SpinCo, and two Battery Metals Royalties SpinCo
shares for every share of Silver Elephant held by such Shareholder
on the record date for the Arrangement (the “Record
Date”). Subject to receipt of required Shareholder, court,
regulatory, Toronto Stock Exchange and other approvals and
satisfaction of other closing conditions, the Arrangement is
expected to close in December, 2021.
The share distribution offers Shareholder direct participation in
the growth and upside in each of the four companies’
businesses (silver mining, vanadium mining, nickel mining, and
royalty investments). Following completion of the Arrangement, each
SpinCo is expected to aim to list on a Canadian securities exchange
to enhance their respective share trading liquidity, price
discovery and facilitate equity financings to support future
business expansion.
The Company cautions there can be no assurance that the Arrangement
will be completed on the terms described herein or that the
proposed public listings of the SpinCos will be
completed.
Further Details on the Plan of Arrangement
Subject to adjustment, it is presently expected that following
completion of the Arrangement, Silver Elephant securityholders
(common share, option, and warrant) on the Record Date shall,
assuming exercise of all convertible securities (warrants and
options) of Silver Elephant in accordance with their terms,
collectively hold approximately 55% of the shares of the Minago
SpinCo, 55% of the shares of the Gibellini SpinCo, and 70% of the
shares of the Battery Metals Royalties SpinCo.
Upon completion of the Arrangement, subject to adjustment, it is
expected that Silver Elephant convertible securityholders will
receive, in addition to each share of Silver Elephant to be
received upon exercise of their convertible security in accordance
with their terms, one share of Minago SpinCo, one share of
Gibellini SpinCo and two shares of Battery Metals Royalties SpinCo.
Such shares of the SpinCos to be issued to the convertible
securityholders of Silver Elephant shall be held in escrow for such
convertible securityholders by Silver Elephant to be issued upon
exercise.
The remaining non-escrowed Minago SpinCo shares (approximately
45%), and Gibellini SpinCo (approximately 45%) held by Silver
Elephant will be transferred to Battery Metals Royalties in
connection with the completion of the Arrangement.
All amounts referenced herein are estimates and may be subject to
adjustment for changes to the capitalization of Silver Elephant
securities prior to the Record Date. As of August 25, 2021, Silver
Elephant has 209,477,539 shares and 26,300,250 warrants and options
issued and outstanding.
The Company expects to apply for an interim order from the Supreme
Court of British Columbia, authorizing the Company to call a
shareholder meeting (“Meeting”) to be held on or before
December 10, 2021, or such other date as may be determined by the
Company, to approve the Arrangement, which requires a special
resolution of the Shareholders passed by at least two-thirds of the
votes cast by Shareholders present in person or represented by
proxy at the Meeting. Shareholders are entitled to one vote for
each Silver Elephant share held.
Further details regarding the Arrangement will be contained in an
information circular of the Company to be mailed to Shareholders in
connection with the Meeting (the
“Circular”).
After careful consideration, the Board of Directors has unanimously
determined that the Arrangement is in the best interest of the
Company. A description of the various factors in arriving at this
determination will be provided in the Circular.
Business Description
Upon completion of the Arrangement, it is presently expected
that:
(1)
Silver Elephant will hold the Pulacayo silver and El Triunfo
gold-silver projects in Bolivia, and approximately 30% of the
issued and outstanding Battery Metals Royalty shares as a long-term
investment.
(2)
Gibellini SpinCo will hold the Gibellini vanadium project in
Nevada.
(3)
Minago SpinCo will hold the Minago nickel project at Thompson
nickel belt in Manitoba.
(4)
Battery Metals Royalties will hold 2%
royalties of all the assets referenced above and, subject to
adjustment, approximately 45% of outstanding Gibellini SpinCo and
Minago SpinCo shares as long-term
investments.
Please refer to the Company’s press release dated August 26,
2021, regarding the details of the Battery Metals Royalties 2%
royalties.
Silver Elephant
Following completion of the Arrangement, it is presently expected
that Silver Elephant will be managed by Joaquin Merino P.Geo as VP
Exploration, Robert Van Drunen as Interim COO, and John Lee as CEO.
Mr Lee maintains a strong focus on silver and has spent the
majority of his time in Bolivia since 2015 managing all aspects of
the Company’s Pulacayo project.
On October 13, 2020, Silver Elephant announced the Mineral Resource
Estimate prepared by Mercator Geological Services of its 100%
controlled Pulacayo project which includes an Indicated Mineral Resource of
106.7 million oz of silver, 1,384.7 million pounds of zinc, and
693.9 million pounds of lead, and an Inferred Mineral Resource of
13.1 million oz of silver, 122.8 million pounds of zinc and 61.9
million pounds of lead. The Indicated Resource is 48 million tonnes
grading 69g/t silver, 1.3% zinc, 0.7% lead based on over 100,000
meters of drilling. Silver
Elephant’s wholly owned Bolivian subsidiary has invested over
US$30 million at the Pulacayo Project on exploration, technical studies, mine
development, and environmental permitting since 2006.
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Deposit
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Category
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k
Tonnes
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Ag M
oz
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Zn M
lbs
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Pb M
lbs
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Pulacayo |
Indicated
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26,350
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70.2
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903.7
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386
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Inferred
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1,670
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7.2
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71.8
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18.4
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Paca |
Indicated
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21,690
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37
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485.8
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304
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Inferred
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3,395
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6
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51.1
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43.7
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Total |
Indicated
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48,040
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107
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1,384.70
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690
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Inferred
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5,065
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13.1
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122.8
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61.9
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The Pulacayo Project consists of the Pulacayo Deposit and Paca
Deposit (7km north of Pulacayo deposit). Pulacayo is within driving
distance from Sumitomo Corporation’s San Cristobal silver
mine, New Pacific’s Silver Sands discovery, and Pan American
Silver Corp.’s San Vicente silver mine.
The Pulacayo and Paca Deposits are interpreted to be
low-to-intermediate sulphidation epithermal deposits. The Pulacayo
Deposit occurs within the Tertiary age Pulacayo volcanic dome
complex that consists of older sedimentary rocks of the Silurian
Quenhua Formation and the intruding andesitic volcanic rocks of the
Rothchild and Megacristal units. Mineralization hosted by volcanic
rocks can be tens of meters in thickness and typically consists of
discrete veins plus stockworks of narrow veins and veinlets that
occur within argillic alteration host rock envelopes. Veins are
commonly banded in texture and can contain semi-massive to massive
sulphides. The primary minerals of economic importance at Pulacayo
are tetrahedrite, galena and sphalerite. There are also silver
sulfosalts and native silver which contribute to deposit silver
grades. Mineralization is controlled by an east-west oriented
normal fault system which links two northeast trending, steeply
dipping, regional strike slip faults.
Pulacayo Drill Hole Highlights
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Pulacayo
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from
(m)
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int
(m)
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Ag
(g/t)
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Pb(%)
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Zn
%
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PUD005
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96.2 –
108.0
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11.9
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689
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1.9
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1.4
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PUD007
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70.0 – 96.8
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26.8
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517
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2.3
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4.2
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PUD057
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374.0 –
378.0
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4.0
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1,184
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0.8
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2.3
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PUD069
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281.0 –
294.0
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13.0
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624
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2.1
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4.2
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PUD109
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293.6 –
298.4
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4.8
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3,607
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3.8
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4.1
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PUD118
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174.0 –
184.0
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10.0
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1,248
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1.7
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2.6
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PUD134
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128.2 –
151.5
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23.3
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514
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1.3
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1.9
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PUD150
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290.0 –
302.0
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11.2
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882
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0.4
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0.6
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PUD159
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343.0 –
354.0
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11.0
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790
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0.6
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0.6
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PUD170
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237.0 –
239.0
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2.0
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3,163
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0.1
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0.9
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Reported
widths are core-interval widths and not true
widths.
True widths have not determined.
Historic Pulacayo mine production was predominantly from the Tajo
vein system (TVS) which extends over a strike length of more than
2.5 km and down dip 1,000 meters. Resource drilling spans 1.4 km
mineralized strike and extends down dip 400 meters from the
surface. It covered an area that’s approximately 30% of TVS.
There is the potential of discovering additional resources by
drilling along the strike and at depth.
Silver Elephant is currently carrying out a 2,000 meter drill
program at Pulacayo to test several IP anomalies with assay results
expected in September 2021.
On July 13, 2020, the Company acquired the El Triunfo
Gold-Silver-Lead-Zinc Project in La Paz District, Bolivia
(“Triunfo Project”). The Triunfo Project area covers
approximately 256 hectares which is located 75km to the east of the
city of La Paz, Bolivia. On August 19, 2020, Silver Elephant
received the assay results from the Company’s first diamond
drill program where TR007 intercepted 48.9 meters of mineralization
grading 0.42 g/t gold, 35.5 g/t silver, 1.17% zinc, and 0.83% lead
within 98.9 meters of mineralization grading 0.37 g/t Au, 22.7 g/t
Ag, 0.74% zinc, and 0.58% lead starting 13.0 meters downhole. The
company is currently conducting geological
mapping and induced polarization surveys (IP). Triunfo drilling is
tentatively scheduled for Q4 of 2021.
Minago SpinCo
Following completion of the Arrangement, it is presently expected
that Minago SpinCo will be managed by Danniel Oosterman P.Geo as
interim CEO, and Robert Van Drunen as COO. Mr. Van Drunen was the
senior project manager at Vale’s Thompson operation. The
board of directors of Minago SpinCo will consist of Mark Scott,
John Lee, and Ron Espell. Mr. Scott was former head of Vale’s
Manitoba Operations.
The Company announced the results of a new mineral resource
estimate (“MRE”) by Mercator Geotechnical Services and
AGP Mining Consultants for its 100% owned flagship Minago Nickel
Project (“Minago Project”) in Manitoba’s Thompson
Nickel Belt (“TNB”) in Canada on July 6,
2021
The MRE includes a Measured and Indicated mineral resource of 722
million lbs of contained nickel and an Inferred mineral resource of
319 million lbs of contained nickel grading 0.74% nickel based on
over 70,000 meters of drilling.
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Type
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Category
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k
Tonnes
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Ni
%
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Ni M
lbs
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Measured
Indicated
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23,940
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0.71
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374
|
|
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Inferred
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2,070
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0.57
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26
|
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Measured
Indicated
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20,290
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0.77
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345
|
|
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Inferred
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17,480
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0.76
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293
|
|
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Measured
Indicated
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44,230
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0.74
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722
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Inferred
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19,550
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0.74
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319
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All resources occur within a mineral lease that is surrounded by 94
mineral claims plus a second mineral lease held by the Company,
comprising a total area of 197 km2
The Minago Project has been historically the subject of over $40
million in exploration, feasibility study and environmental
permitting expenditures by various previous interests since early
2000, the most recent of these being by Victory Nickel
Inc.
Minago Drill Hole Highlights
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From
(m)
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To
(m)
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Int
(m)
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Ni%
|
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V-10-11
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161.5
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353.2
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191.7
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0.51
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V-10-16
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176.0
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320.3
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144.3
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0.85
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V-08-06
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537.7
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676.7
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139.0
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0.73
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V-08-06
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132.2
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265.3
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133.1
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0.62
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V-10-15
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109.5
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228.0
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118.5
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0.82
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V-08-04B
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361.7
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471.0
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109.2
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0.76
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N-05-01
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143.7
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251.0
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107.3
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0.80
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MXB-71-94
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177.4
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282.2
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104.9
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0.73
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V-10-26
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269.2
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358.8
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89.5
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0.86
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NM-06-02
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293.3
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364.2
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70.9
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1.21
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N-05-01
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325.3
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391.2
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65.9
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1.08
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V-10-18
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351.0
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409.1
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58.1
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1.67
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B-12A-89
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322.2
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372.5
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50.3
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1.23
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V-08-01
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452.2
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490.6
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38.4
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1.51
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Reported widths are core-interval widths and not true widths. True
widths have not determined.
In August 2011, the Minago Project achieved a major milestone when
the Environment Act License (“EAL”) was issued by the
Province of Manitoba. The prior operator of the project
subsequently filed a Notice of Alteration (“NOA”) to
the EAL in December 2013, related to relocation of the tailings
management area to address First Nation concerns. Silver Elephant
has re-engaged the Manitoba Government regarding the NOA status for
the 10,000 tonne-per-day open-pit mining operation at Minago. The
Agriculture and Resource Development Department
(“ARDD”) has confirmed that the NOA can still be
completed and the Company is currently working with ARDD to
finalize the NOA approval, leading to issuance of an updated
Environment Act License, which is expected by the end of
2021.
A socioeconomic assessment was conducted and the prior operator
signed a Memorandum of Understanding (MOU) with First Nation groups
in 2008. The Company is re-engaging the First Nations with
traditional territories that include the project site to work
toward renewal of the MOUs in 2021.
Several initiatives are being considered or taken to minimize the
carbon footprint of potential future mining operation at Minago.
For mining, the Company will examine the use of a fully electric
mine fleet. For ore and waste processing, the crushing, milling and
flotation processes would be powered by renewable hydroelectricity,
which accounts for 97% of all electricity generation in
Manitoba.
The Agriculture and Resource Development Department
(“ARDD”) has expressed support for the Minago Project,
which would supply much needed Class 1 high-purity nickel to make
nickel-lithium batteries used in electric vehicles.
Gibellini SpinCo
Following completion of the Arrangement, it is presently expected
that Gibellini SpinCo will be managed by Ron Espell as CEO.
Mr. Espell was the corporate
environmental director of McEwen Mining Inc. where he led his team
to obtain the Gold Bar project’s EIS approval from the United
States Bureau of Land Management (“BLM”). Mr. Espell
was former regional environmental director Australia Pacific with
Barrick Gold Corp., where he spent 17 years of his
career.
Silver Elephant’s 100% owned Gibellini Project is located in
Nevada, USA, with a preliminary economic assessment study
(PEA) by Wood Plc announced
on May 29, 2018 which demonstrates an after-tax Internal Rate of
Return of 36%, and after-tax cumulative cash flow of $333 million,
assuming an average vanadium pentoxide price (V2O5)
of $10.18 per pound (V2O5
price is
currently $9.6/lb according to AsianMetals.com).
The Gibellini Mineral
Resource Estimate includes a Measured and Indicated mineral
resource of 131.3 million lbs of contained V2O5
and an Inferred mineral
resource of 93.8 million lbs of contained V2O5.
Gibellini has received over $40million in investments since early
2000.
The Gibellini project is designed to be an open pit, heap leach
operation in Nevada’s Battle Mountain region (25km south of
Eureka) with initial capital cost of $117 million, average annual
production is 9.65 million pounds of V2O5
, at
Cash Operating Cost of $4.77 per pound with strip ratio of 0.17 to
1.
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Deposit
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Category
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k
Tonnes
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V205%
|
V205 M
lb
|
|
Gibellini
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Measured
Indicated
|
22,950
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0.29
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131.3
|
|
|
Inferred
|
14,970
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0.18
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52.3
|
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Louie Hill
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Inferred
|
7,520
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0.28
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41.5
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Gibellini Drill Hole Highlights
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HoleID
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From
(m)
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To (m)
|
Meters
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%V2O5
|
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T-38
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3.05
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45.72
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42.7
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0.755
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NG-47
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28.96
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39.62
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10.7
|
1.005
|
|
NG-12
|
24.38
|
45.72
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21.3
|
0.857
|
Reported widths are core-interval widths and not true widths. True
widths have not determined.
Highlights of 2018 PEA (after tax)
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Average annual
production
|
9.65
million lbs V2O5
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|
Operating cash
cost
|
$4.77 per lb
V2O5
|
|
Capex including 25%
contingency
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$116.76
million
|
|
Strip
ratio
|
0.17
waste to leach material
|
|
Mining operating
rate
|
10,000
tpd
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V2O5 heap leach
recovery rate
|
62%
|
|
Life of
mine
|
13.5 years
|
|
V2O5 $/lb
|
After-tax IRR
|
After-tax NPV @7%
|
After-tax
cashflow
|
|
$12.73
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51%
|
$338M
|
$600.4M
|
|
$10.18
|
36%
|
$183M
|
$333M
|
|
$8.91
|
26%
|
$103M
|
$197M
|
A Notice of Intent (“NOI”) to prepare an Environmental
Impact Statement (“EIS”) for the Gibellini Project was
published on July 14, 2020 in the Federal Register. The NOI
commences the 12-month timeline according to Instructional
Memorandum 2021- 022 based on Secretarial Order 3355, to complete
the National Environmental Policy Act (“NEPA”) review
by the BLM. There was a delay due to transition to new
administration and incorporating an additional alternative to the
Environmental Impact Statement (EIS). The project conforms to the
current US administrations green energy initiatives and the EIS
Record Of Decision (ROD) is expected in early 2022. Operating
permits from the State of Nevada are on track to be received on the
same timeline as the ROD. The renewable energy alternative in the
EIS includes 6MW of solar panels and a 10MW vanadium flow battery
to provide 100% of the projects electrical power demand. If
selected by the BLM, Gibellini would be the first mine in the US
completely powered by renewable energy. The Gibellini mine would
also be the first primary vanadium mine in the
U.S.
Vanadium was designated a critical material by the U.S. government
in 2018 due to its importance to the defense and energy storage
sectors and there being no domestic production with all supply
through imports, mostly from Russia, China, and South
Africa. Vanadium alloy steel is
30% lighter with double the tensile strength of non-alloyed steel.
It’s used extensively in the aerospace and defense sectors,
as well as skyscraper construction. A structural vanadium deficit
is expected to occur by 2025 with the rising popularity of the
Vanadium Redox Flow Battery which is a mature technology featuring
up to an 8 hour duration discharge and is scalable to hundreds of
megawatt hours. Battery life is a minimum of 20 years with no
degradation of the vanadium or the charge
density.
Opportunity exists to upgrade the Gibellini, Louie Hill inferred
resource to higher confidence level by drilling.
Further, the acquisition of the Bisoni McKay property in September
of 2020 significantly expanded the Company’s land position
from 7km of strike to 21km covering Woodruff Formation that is the
host of vanadium mineralization. Numerous vanadium-bearing surface
rocks have been sampled by the Company in areas along the strike in
its 2019 reconnaissance
program which may develop
into future drill targets upon further investigation (see
Company’s press release dated May 26,
2019).
Battery Metals Royalties SpinCo
Following completion of the Arrangement, it is presently expected
that Battery Metals Royalties SpinCo will be managed by John Lee,
CFA. Mr. Lee brings over 20 years of experience
in metals and mining. With valuations anchored by its holdings in
royalties and shares of each of Gibellini SpinCo and Minago SpinCo,
Battery Metals Royalties will focus on further mining
investments in nickel,
vanadium, silver, copper, and gold leveraging Mr. Lee’s
extensive network with the aim of locating opportunities before
they become mainstream.
In the past decade, Mr. Lee visited well over 50 mining projects
around the world and led Silver Elephant acquiring over 15 mining
properties in Canada, US, Bolivia, and Asia. Mr. Lee has helped
raised over $120 million in equity financings for Silver Elephant,
a skill which he will apply to grow Battery Metal
Royalties.
Additional management and directors will be appointed in each
SpinCo as may be prudent in connection with the
Arrangement.
While it is currently expected that each SpinCo will aim to list on
a Canadian securities exchange following completion of the
Arrangement, there is no guarantee that any such SpinCo will be
able to meet initial listing requirements or that listing will be
in the economic best interests of such SpinCo immediately following
the Arrangement. Listing is subject to the applicable rules and
policies of the respective exchange.
Qualified Persons
The technical contents of this news release have been prepared
under the supervision of Danniel Oosterman, VP Exploration for
Silver Elephant. Mr. Oosterman is a “qualified person”
as defined by National Instrument 43-101 –
Standards of
Disclosure for Mineral Projects (“NI 43-101”) and is not independent
of the Company as this term is defined under NI
43-101.
About Silver Elephant
Silver Elephant Mining Corp. is a premier mining and exploration
company in silver, nickel, and vanadium.
Further information on Silver Elephant can be found at
www.silverelef.com.
SILVER ELEPHANT MINING CORP.
ON BEHALF OF THE BOARD
“John Lee”
Executive Chairman
For more information about Silver Elephant, please contact Investor
Relations:
+1.604.569.3661 ext. 101
ir@silverelef.com www.silverelef.com
Neither the Toronto Stock Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Toronto
Stock Exchange) accepts responsibility for the adequacy or accuracy
of this release.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this news release, including
statements which may contain words such as “expects”,
“anticipates”, “intends”,
“plans”, “believes”,
“estimates”, or similar expressions, and statements
related to matters which are not historical facts are
forward-looking information within the meaning of applicable
securities laws. These forward‐looking
statements, may involve, but are not limited to, statements with
respect to future events or future performance, the completion and
structure of the Arrangement, anticipated shareholder, court and
regulatory approvals, the realization of the anticipated benefits
deriving by any entity from the Arrangement or from the
Company’s or any SpinCo’s assets or investments, the
general performance of the assets of the Company and any SpinCo,
and the results of exploration, development and production
activities as well as expansions projects relating to the
properties of the Company and/or any SpinCo and/or in which the
Company and/or any SpinCo will hold a royalty, stream or other
interest. Such forward-looking statements, which reflect
management’s expectations regarding the Company’s
future growth, results of operations, performance, and business
prospects and opportunities, are based on certain factors and
assumptions, including, without limitation, management’s
perceptions of historical trends; current conditions; expected
future developments; the ongoing operation of the properties of the
Company and/or any SpinCo and/or in which the Company and/or any
SpinCo will hold a royalty, stream or other interest by the
operators of such properties in a manner consistent with past
practice; the accuracy of public statements and disclosures made by
the operators of such underlying properties; no material adverse
change in the market price of the commodities that underlie the
asset portfolio; no adverse development in respect of any
significant property of the Company and/or any SpinCo and/or in
which the Company and/or any SpinCo will hold a royalty, stream or
other interest; the accuracy of expectations for the development of
underlying properties that are not yet in production; and the
absence of any other factors that could cause actions, events or
results to differ from those anticipated, estimated or intended,
and involve known and unknown risks and uncertainties which may
cause the actual results, performance, or achievements to be
materially different from future results, performance, or
achievements expressed or implied by such forward-looking
statements. Forward‐looking
statements are not guarantees of performance.
These factors should be considered carefully, and readers should
not place undue reliance on the Company’s forward-looking
statements. The Company believes that the expectations reflected in
the forward-looking statements contained in this news release and
the documents incorporated by reference herein are reasonable, but
no assurance can be given that these expectations will prove to be
correct. In addition, although the Company has attempted to
identify important factors that could cause actual actions, events,
or results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events, or results not to be as anticipated, estimated, or
intended.
For additional information with respect to these and other factors
and assumptions underlying the forward‐looking
statements made in this press release, see the section entitled
“Risk Factors” in the most recent Annual Information
Form of the Company which is filed with the Canadian securities
commissions and available electronically under the Company’s
issuer profile on SEDAR at www.sedar.com and the Company’s
Form 20-F annual report for the year ended December 31, 2020 filed
with the U.S. Securities and Exchange Commission and available
electronically under the Company’s issuer profile on EDGAR at
www.sec.gov. The forward‐looking
statements set forth herein reflect the Company’s
expectations as at the date of this press release and are subject
to change after such date. The Company undertakes no obligation to
publicly release any future revisions to forward-looking statements
to reflect events or circumstances after the date of this news or
to reflect the occurrence of unanticipated events, except as
expressly required by law.
None of the securities to be issued pursuant to the Arrangement
have been or will be registered under the United States Securities
Act of 1933, as amended (the “U.S. Securities Act”), or
any state securities laws, and any securities issuable in the
transaction are anticipated to be issued in reliance upon available
exemptions from such registration requirements pursuant to Section
3(a)(10) of the U.S. Securities Act and applicable exemptions under
state securities laws. This press release does not constitute an
offer to sell or the solicitation of an offer to buy any
securities.