23 November 2021
Trident Royalties Plc
("Trident" or the "Company")
Royalty Portfolio Update: Ramelius acquires control of Apollo Consolidated
Further to its announcements on 19 October 2021 and 2 November 2021, Trident Royalties Plc (AIM:TRR, FSX:5KV), the growth-focused mining royalty and streaming company, is pleased to note further updates in relation to the proposed acquisition of Apollo Consolidated Ltd. ("Apollo") by Ramelius Resources ("Ramelius") (the "Transaction").
Ramelius has acquired effective control of Apollo having announced its effective interest in Apollo reached 65.8% as of 22 November 2021 1. Acceptances include a 19.9% interest held by Gold Road Resources ("Gold Road") 2 which previously made a competing bid for Apollo. In exercising its control position, Ramelius has appointed its own nominees to the board of Apollo with two existing Apollo directors resigning 3.
Trident holds a 1.5% NSR gold royalty over Apollo's flagship Lake Rebecca Gold Project ("Lake Rebecca" or the "Project"), in Western Australia. The royalty (the "Lake Rebecca Gold Royalty" or the "Royalty") covers the entirety of the Project and its 1.1Moz Mineral Resource.
Adam Davidson, Chief Executive Officer of Trident commented:
"Trident is pleased to note that Ramelius has achieved effective control of Apollo and will assume operatorship of Lake Rebecca. Ramelius is a natural operator for Lake Rebecca given its existing gold mining operations in Western Australia, and by having the necessary in-house technical capacity required to successfully transition Lake Rebecca into a gold producer. The company also has the financial capacity to optimise the size of the potential operation, without the capital constraints of a junior exploration company.
"The combined Ramelius-Apollo entity will have a net-cash position of A$194.8M, over six million ounces of Mineral Resources and over one million ounces in Reserves, with Lake Rebecca forming a key component of Ramelius' future growth aspirations. Ramelius previously identified the desire for Lake Rebecca to become a project with a 10-yr mine life operating at least at 100,000koz per annum, which is in excess of Trident's original economic assessment. At that rate and the current gold price, Trident would benefit from annual royalty payments of US$2.8M 4 - a fantastic return in the fiercely competitive precious metal royalty space.
"Trident looks forward to partnering with Ramelius as Lake Rebecca continues towards a development decision."
PRO FORMA BUSINESS
The combined Ramelius-Apollo entity would hold 6.5 million ounces of Mineral Resources and 1.1 million ounces of Mineral Reserves located across its two production hubs at Mt Magnet and Edna May, with Lake Rebecca forming the basis for a potential third future production hub.
Ramelius expects to retain approximately A$194.8M 5 of cash (with no debt) following the acquisition and is well funded to continue to develop Lake Rebecca. Ramelius also benefits from significant cash generation from its existing operating hubs which produced A$306M cashflow from operations in FY217.
Trident notes Ramelius' intentions in relation to Apollo are outlined in its Bidders Statement 6:
"Ramelius intends to undertake exploration and additional studies to determine the optimal development pathway for the Lake Rebecca Project, including:
(a) undertaking a further exploration drilling campaign to test identified in-fill, extensional and regional targets at the Lake Rebecca Project;
(b) conducting further detailed assessment of Apollo's study work to date, to determine additional work required to complete each component to Ramelius' requirements;
(c) undertaking various economic studies on project development options to inform any ultimate development decisions by Ramelius. It is envisaged that Ramelius' various studies will be refined and updated based on results of further exploration activities, to the extent they change the potential scale of the Lake Rebecca Project; and
(d) progressing the Lake Rebecca Project towards a development decision once all required studies have been completed to Ramelius' standards and reported into Ramelius' Board of Directors."
PROPOSED TRANSACTION
Apollo and Ramelius entered into a revised Bid Implementation Agreement ("BIA"), pursuant to which Ramelius will offer to acquire all the issued ordinary shares of Apollo by way of an off-market takeover offer.
The offer is now unconditional and has been unanimously recommended by the Board of Directors of Apollo, who have accepted into the offer in respect of all Apollo shares they own or control. On the 22 November 2021, Ramelius noted it held an interest in 65.8% of Apollo's listed capital.
ABOUT RAMELIUS
Ramelius is an established ASX listed (Ticker Code: RMS) gold production and exploration company having produced over one million ounces over the last five financial years. Ramelius has a market capitalisation of A$1.5B with pre-Transaction cash and equivalents of A$234.0M and no debt. Ramelius operates two production centres at Mt Magnet and Edna May which produced a total of 272koz in FY21, with FY22 operating guidance set at 260-300koz.
Notes & References
All of the technical information in this release has been extracted from the publicly available source documents identified below, the reader is advised that the appropriate JORC tables and Competent Persons Statements may be found in those documents.
1 Source: Apollo Consolidates ASX announcement: Form 604, 22 November 2021
2 Source: Ramelius Resources ASX announcement: Update on Takeover of Apollo Consolidated, 10 November 2021
3 Source: Apollo Consolidates ASX announcement: Director Appointments/Resignations, 22 November 2021
4 Utilises US$1,850 per ounce gold price, 100kozpa production and 1.5%NSR royalty rate
5 Source: Ramelius Resources ASX announcement. Bidders Statement for the Off-Market Takeover Bid for Apollo Consolidated Limited, 20 April 2021
6 Source: Ramelius Resources ASX announcement. 2021 Financial Year Results, 26 August 2021
Competent Person's Statement
The technical information contained in this disclosure has been read and approved by Mr Nick O'Reilly (MSc, DIC, MAusIMM, MIMMM, FGS), who is a qualified geologist and acts as the Competent Person under the AIM Rules - Note for Mining and Oil & Gas Companies. Mr O'Reilly is a Principal Consultant working for Mining Analyst Consulting Ltd which has been retained by Trident to provide technical support.
** Ends **
Contact details:
| Trident Royalties Plc Adam Davidson | www.tridentroyalties.com +1 (757) 208-5171 |
| Grant Thornton (Nominated Adviser) Colin Aaronson / Samantha Harrison | +44 020 7383 5100 |
| Tamesis Partners LLP (Joint Broker) Richard Greenfield | +44 20 3882 2868 |
| Shard Capital Partners LLP (Joint Broker) Erik Woolgar / Isabella Pierre | www.shardcapital.com +44 20 7186 9927 |
| St Brides Partners Ltd (Financial PR & IR) Susie Geliher / Catherine Leftley | +44 20 7236 1177 |
About Trident
Trident is a growth-focused diversified mining royalty and streaming company, providing investors with exposure to a mix of base and precious metals, bulk materials (excluding thermal coal) and battery metals.
Key highlights of Trident's strategy include:
· Expanding on a royalty and streaming portfolio which broadly mirrors the commodity exposure of the global mining sector (excluding thermal coal) with a bias towards production or near-production assets, differentiating Trident from the majority of peers which are exclusively, or heavily weighted, to precious metals;
· Acquiring royalties and streams in resource-friendly jurisdictions worldwide, while most competitors have portfolios focused on North and South America;
· Targeting attractive small-to-mid size transactions which are often ignored in a sector dominated by large players;
· Active deal-sourcing which, in addition to writing new royalties and streams, will focus on the acquisition of assets held by natural sellers such as: closed-end funds, prospect generators, junior and mid-tier miners holding royalties as non-core assets, and counterparties seeking to monetise packages of royalties and streams which are otherwise undervalued by the market;
· Maintaining a low-overhead model which is capable of supporting a larger scale business without a commensurate increase in operating costs; and
· Leveraging the experience of management, the board of directors, and Trident's adviser team, all of whom have deep industry connections and strong transactional experience across multiple commodities and jurisdictions.
The acquisition and aggregation of individual royalties and streams is expected to deliver strong returns for shareholders as assets are acquired on terms reflective of single asset risk compared with the lower risk profile of a diversified, larger scale portfolio. Further value is expected to be delivered by the introduction of conservative levels of leverage through debt. Once scale has been achieved, strong cash generation is expected to support an attractive dividend policy, providing investors with a desirable mix of inflation protection, growth and income.
Forward-looking Statements
This news release contains forward‐looking information. The statements are based on reasonable assumptions and expectations of management and Trident provides no assurance that actual events will meet management's expectations. In certain cases, forward‐looking information may be identified by such terms as "anticipates", "believes", "could", "estimates", "expects", "may", "shall", "will", or "would". Although Trident believes the expectations expressed in such forward‐looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those projected. Mining exploration and development is an inherently risky business. In addition, factors that could cause actual events to differ materially from the forward-looking information stated herein include any factors which affect decisions to pursue mineral exploration on the relevant property and the ultimate exercise of option rights, which may include changes in market conditions, changes in metal prices, general economic and political conditions, environmental risks, and community and non-governmental actions. Such factors will also affect whether Trident will ultimately receive the benefits anticipated pursuant to relevant agreements. This list is not exhaustive of the factors that may affect any of the forward‐looking statements. These and other factors should be considered carefully and readers should not place undue reliance on forward-looking information.
Third Party Information
As a royalty and streaming company, Trident often has limited, if any, access to non-public scientific and technical information in respect of the properties underlying its portfolio of royalties and investments, or such information is subject to confidentiality provisions. As such, in preparing this announcement, the Company often largely relies upon information provided by or the public disclosures of the owners and operators of the properties underlying its portfolio of royalties, as available at the date of this announcement.
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