Major Shareholding Notification • Jun 27, 2016
Major Shareholding Notification
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Regulated Information
27 June 2016 at 07:00 CET
Nyrstar NV ("Nyrstar" or the "Company") today announces that it has entered into a Share Purchase Agreement (the "Agreement") to sell its El Toqui mine in Chile to Laguna Gold Limited ("Laguna"), an Australian based mining company, for a total cash consideration of USD 25 million (the "Consideration"), plus future proceeds through a price participation agreement with Laguna (the "Transaction").
The Consideration payable to Nyrstar consists of USD 12 million payable in cash by the closing of the Transaction and USD 13 million in milestone cash payments over a four year period following the closing of the Transaction. In addition, Nyrstar will have the opportunity to retain upside exposure to an improving commodity price environment by receiving additional cash proceeds through a price participation agreement with Laguna on the first 7.9 million tonnes of ore processed at El Toqui following the closing of the Transaction. The price participation commences above a zinc price of \$2,100 per tonne and is applicable at set zinc prices. As an example, assuming a flat zinc price of \$2,300 per tonne post closing of the Transaction, Nyrstar would receive additional proceeds of approximately USD 19.5 million from the price participation on an undiscounted basis.
As part of the Transaction, Nyrstar and Laguna have also agreed to enter into an off-take agreement pursuant to which Laguna will sell to Nyrstar 100% of the zinc concentrate production from El Toqui for the initial four year period following the closure of the Transaction and 85% of the zinc concentrate production thereafter. Closing of the Transaction is subject to customary closing conditions and is expected to occur within two months.
The Transaction is part of the formal sale process for all or the majority of Nyrstar's mining assets which was formally launched in January 2016. Nyrstar is continuing to progress the divestment of all or the majority of its mining assets and will issue further updates in due course. Further, Nyrstar will provide a status update for the mine divestment process as part of the 2016 half-year results to be released on 4 August 2016.
BMO Capital Markets Limited and Lazard & Co. are acting as financial advisors to Nyrstar in connection with the Transaction.
Nyrstar is a global multi-metals business, with a market leading position in zinc and lead, and growing positions in other base and precious metals, which are essential resources that are fuelling the rapid urbanisation and industrialisation of our changing world. Nyrstar has mining, smelting, and other operations located in Europe, the Americas, and Australia and employs approximately 5,000 people. Nyrstar is incorporated in Belgium and has its corporate office in Switzerland. Nyrstar is listed on Euronext Brussels under the symbol NYR. For further information please visit the Nyrstar website: www.nyrstar.com
Anthony Simms Group Manager Investor Relations T: +41 44 745 8157 M: +41 79 722 2152 [email protected] Greg Morsbach Group Manager Corporate Communications T: +41 44 745 8295 M: +41 79 719 2342 [email protected]
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