Outcome represents a substantial uplift at over five times compared
to the price implied by the October 2021 Pre-Feasibility Study
Further to the announcements on 21 December 2021 and 28 April 2022, Greatland Gold plc (AIM:GGP) is pleased to announce that the process for determining the option price for the 5% joint venture interest under the Havieron Joint Venture Agreement (JVA) has been finalised. This has resulted in an option price of US$60m at which Newcrest Mining Limited (Newcrest) can acquire an additional 5% interest in the Havieron Joint Venture from Greatland.
§ Option price represents a 5.3-times or around US$1 billion increase in value in Havieron when compared to the NPV implied by the 2021 Stage 1 Pre-Feasibility Study (PFS) covering part of the South-East Crescent issued in October 2021
§ This substantial increase at over five-times was achieved notwithstanding the option price being determined as at 15 December 2021, only 64 days after release of the PFS
§ The significant uplift was built on Greatland’s updated Mineral Resource and Ore Reserve estimate which, when compared to the October 2021 PFS Mineral Resource and Ore Reserve estimate, represented an increase in total gold content of 53% and 50% respectively. The updated estimates by Greatland were based on a December 2021 drilling information cut off and were independently confirmed ahead of announcement by Greatland on 3 March 2022
§ Pursuant to the JVA, Newcrest has 30 business days to exercise this option and, if exercised, Greatland will be in the enviable position of being debt-free with a world-class, low cost and long-life project which, subject to a positive decision to mine, will move towards first production
Highly prescriptive JVA process and principles
§ Determination of the option price of US$60m as at December 2021 was in accordance with the highly prescriptive process and principles agreed in the March 2019 Havieron Farm-In Agreement and November 2020 Havieron JVA and, as such, does not in Greatland’s view represent a true market value for Havieron. This included a prescribed process where an adjudicator had a binary choice between the option prices proposed by each of the two parties, and therefore was not permitted to independently determine a different option price. The JVA included a number of valuation principles, including in respect of commodity prices, which Greatland considers materially impacted its ability to advocate for a higher option price
§ Furthermore, given the option price was determined as at 15 December 2021, only geological data available up to that date could be considered. The option price does not take into account the subsequent growth drilling and development progress at Havieron since that date
§ The significant uplift over the two-month period demonstrates the value creation trajectory of Havieron, with the expanded Feasibility Study remaining on track for the December 2022 quarter, the future potential to define the bulk mine zonations and continued benefit from the ongoing growth drilling to deliver exploration success
§ Havieron has significant growth potential with the full size and scale of this high-grade gold and copper orebody continuity still to be delineated
§ In Newcrest, Greatland has an experienced global-major, as a joint venture partner and operator of the Havieron project
§ Greatland and Newcrest are working together to accelerate the development of the project and maximise its future value
§ Feasibility Study remains on track for December 2022 quarter with an expected rapid pathway to commercial production
§ Management is confident that Havieron represents a world-class, low-cost development being fast-tracked to production through leveraging the existing Telfer infrastructure
§ The combination of gold and copper diversifies Greatland’s revenue with Havieron expected to be a lowest quartile cost asset
Shaun Day, Managing Director of Greatland Gold plc, commented:
“Greatland has delivered a tremendous result in delivering a value uplift of over five-times when compared to the Stage 1 PFS which was released just two months before the option pricing date. To achieve this uplift is testament to the strength of the technical and commercial teams that we have built here at Greatland as well as the relentless growth of Havieron.
“Earlier this year, Greatland delivered a 53% increase to the JORC Mineral Resource and an updated mine plan, supporting a 50% increase to the JORC Ore Reserve, which formed the foundation of shifting the paradigm to achieve the uplift in the option price to around US$1 billion above the price implied by the limited Stage 1 PFS on the South-East Crescent.
“Looking ahead, Greatland looks forward to working to realise the tremendous opportunity at Havieron to develop a low risk, low capex and world class gold-copper mine. The substantial uplift demonstrates the value creation trajectory of Havieron is exceptional with an upcoming expanded Feasibility Study, the future potential to define the bulk mine zonations and the continued benefit from the ongoing growth drilling to deliver exploration success.
“We are focused on delivering Havieron into production and are excited to unlock its growing potential. As we move beyond this stage of Havieron, we can turn our focus onto our tremendous portfolio of assets which provide the potential to create substantial additional value from exploration success.”
Background to Havieron and Joint Venture Agreement with Newcrest
The Havieron copper-gold project is operated by Newcrest under a JVA with Greatland. Newcrest holds a joint venture interest of 70% (30% Greatland). The JVA provides Newcrest with an option to acquire a further 5% at a price determined by a prescribed process. If the option is exercised, Newcrest will be entitled to an overall joint venture interest of 75% (Greatland 25%).
Under the terms of the JVA, the option price has been determined by a highly prescriptive process, including being based only on drilling data up to 15 December 2021 and using long term estimates of commodity prices (which are significantly below prevailing market prices). In particular, the adjudicator had a binary choice between the option prices put forward by the two parties, and therefore was not permitted to determine its own independent view on the option price. Accordingly, it was not in the Company’s view designed to achieve a true market value.
In March 2022, Greatland submitted a non-binding offer to Newcrest to acquire a 5% stake in Havieron for a substantially higher value than determined as the option price. Greatland did so because it considered the value of Havieron to be well above the value implied by the option price and would, in the opinion of the directors, still have presented a financially compelling outcome to Greatland shareholders. Newcrest did not engage on this offer.
Use of funds
Subject to Newcrest exercising its option, the proceeds will be used by Greatland to repay in full its existing US$50m debt facility and become debt-free. This facility was a valuable source of funds used to finance early work construction of the exploration decline and growth drilling programme from December 2020 to June 2022 and this repayment allows Greatland to de-leverage its balance sheet.
Havieron growth continues
This option price determination reveals that Havieron’s growth continues with a 5.3-times uplift in value to a NPV of US$1,200m (100% basis) as at December 2021 when compared to the Stage 1 PFS NPV of US$228m released only two months prior1. This comparison has been made against the Newcrest released Stage 1 PFS NPV, as this NPV also did not incorporate the prevailing spot market commodity prices. The Stage 1 PFS was based on a Mineral Resource estimate with a drilling information cut-off date of February 2021 and the mining of Ore Reserves.
Since the PFS, Greatland has announced, on 3 March 2022, an updated Mineral Resource estimate at Havieron demonstrating +50% growth to 6.5 milli on Oz AuEq, based on a drilling information cut-off date of 2 December 2021, and has developed a mine plan that incorporated this additional Mineral Resource to deliver an expanded Ore Reserve. These updates were used by Greatland to advocate for an improved option price.
The updated Mineral Resource estimate formed part of Greatland’s thorough preparation, which combined the Company’s in-house capabilities with the sourcing of external submissions including:
§ Stuart Masters (Resource Competent Person; former JORC Executive Member, AusIMM)
§ Entech (Reserve mine planning)
§ SRK Consulting (Resource and Reserve review and technical advisory)
§ PricewaterhouseCoopers Securities Ltd (financial advisory)
§ Sternship Advisors (corporate advisory)
§ Omnia (team led by Neville Power for corporate and technical advisory)
§ Senior Counsel (JVA interpretation)
Collectively, this preparation allowed Greatland to successfully shift the paradigm to achieve the significant uplift in the option price above that implied by the limited Stage 1 PFS on the South-East Crescent , in circumstances where the PFS had only been published approximately two months prior to the option price determination date.
Competent Persons’ Statements for JORC 2012 Mineral Resources and Ore Reserves
The information in this document that relates to the Mineral Resources and Ore Reserves for Havieron is extracted from the RNS announcement titled “Updated Mineral Resource substantially increases Havieron Resource and Reserve” released on 3 March 2022, and available on Greatland’s website. The Company confirms that it is not aware of any new information or data that materially affects the Mineral Resources and Ore Reserves for Havieron in the original RNS announcement.
Forward Looking Statements
This document includes forward looking statements and forward looking information within the meaning of securities laws of applicable jurisdictions. Forward looking statements can generally be identified by the use of words such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “believe”, “continue”, “objectives”, “targets”, “outlook” and “guidance”, or other similar words and may include, without limitation, statements regarding estimated reserves and resources, certain plans, strategies, aspirations and objectives of management, anticipated production, study or construction dates, expected costs, cash flow or production outputs and anticipated productive lives of projects and mines.
These forward looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance and achievements or industry results to differ materially from any future results, performance or achievements, or industry results, expressed or implied by these forward-looking statements. Relevant factors may include, but are not limited to, changes in commodity prices, foreign exchange fluctuations and general economic conditions, increased costs and demand for production inputs, the speculative nature of exploration and project development, including the risks of obtaining necessary licences and permits and diminishing quantities or grades of reserves, political and social risks, changes to the regulatory framework within which Greatland operates or may in the future operate, environmental conditions including extreme weather conditions, recruitment and retention of personnel, industrial relations issues and litigation.
Forward looking statements are based on assumptions as to the financial, market, regulatory and other relevant environments that will exist and affect Greatland’s business and operations in the future. Greatland does not give any assurance that the assumptions will prove to be correct. There may be other factors that could cause actual results or events not to be as anticipated, and many events are beyond the reasonable control of Greatland. Readers are cautioned not to place undue reliance on forward looking statements, particularly in the current economic climate with the significant volatility, uncertainty and disruption caused by the COVID-19 pandemic. Forward looking statements in this document speak only at the date of issue. Greatland does not undertake any obligation to update or revise any of the forward looking statements or to advise of any change in assumptions on which any such statement is based.
1 See the Company’s RNS announcement dated 12 October 2021 – Havieron South-East Crescent – Pre-Feasibility Study release for details of the Newcrest released Stage 1 PFS and the key parameters of the PFS and economic assumptions used.
Greatland Gold PLC
+44 (0)20 3709 4900
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