(TSXV: TVC) (OTCQB: TVCCF) Three Valley Copper Corp.
(“
Three Valley Copper” or the
“
Company”) today announced that Minera Tres Valles
SpA (“
MTV”), the Company’s 95.1% Chilean copper
mining subsidiary, has commenced reorganization proceedings by
filing a Judicial Restructuring Procedure (“
JRP”)
in Chile to seek protection from creditors to give MTV a further
opportunity to seek a long-term financing solution to ensure MTV’s
continuity of operations. This is similar to filing for creditor
protection under the Companies’ Creditors Arrangement Act in
Canada.
After careful consideration of all available
alternatives following thorough consultation with its advisors, the
Company and MTV determined that it was in the best interests of MTV
to file for an application for creditor protection under the
JRP.
The initial court order sought is expected to
provide a stay of creditor claims and the exercise of contractual
rights providing the necessary protection to allow MTV to continue
its focus on sourcing a long-term financial partner that will
encourage its creditors to restructure their debts leading to a
secure financial foundation to grow MTV’s business.
With this announcement, MTV expects its
underground contractor for the Papomono mine to immediately
demobilize and all processing of ore from third party miners to
temporarily halt. The infrastructure of Papomono built to date is
expected to remain stable for the next 3 to 6 months and MTV
expects to continue producing copper cathode from the existing
material on the heap leach into August 2022.
To date, Anglo American Marketing Limited and a
fund managed by Kimura Capital (the “Senior
Lenders” to MTV) have not reached agreement between
themselves to further support MTV in the future nor has longer-term
capital been sourced. The Company is not encouraged by the most
recent dialogue with the Senior Lenders and believes there is a low
probability that financial support from the Senior Lenders will be
available.
MTV has initiated a full care and maintenance
program in parallel with the JRP filing that will likely result in
the termination of over 200 direct employees leaving 15 remaining
to operate the plant and other necessary functions. In doing so,
MTV expects that upon receipt from the Chilean courts of the
initial court order (in approximately 2 to 3 weeks), MTV will be
able to extend its cash resources into August 2022.
If the initial court order is not granted, it is
expected that MTV could be forced to liquidate or be sold, which
could adversely impact the Company’s ability to recover any or all
of the Company’s investment in MTV. The public company, Three
Valley Copper, is expected to continue as a going concern even if a
liquidation event occurs at MTV. If MTV is successful in
restructuring its existing debt and in sourcing additional
financing, there will likely be a material dilution to the
Company’s ownership interest in MTV, including the possibility that
the Company would no longer hold majority control of MTV.
Filing for a JRP is an event of default under
the senior secured facility agreement entered into between MTV, the
Senior Lenders and the Company. As a result of the current
financial situation of MTV, certain defaults of the senior secured
debt facility have occurred and are continuing. While the
Senior Lenders have not provided a notice thereof to MTV, they have
expressly reserved their rights.
The Company will provide a further update on the
JRP as the application proceeds.
About Three Valley Copper
Three Valley Copper, headquartered in Toronto,
Ontario, Canada is focused on copper production from, and its
primary asset, Minera Tres Valles. Located in Salamanca, Chile, MTV
is 95.1% owned by the Company and MTV's main assets are the Minera
Tres Valles mining complex and its 46,000 hectares of exploratory
lands. For more information about the Company, please visit
www.threevalleycopper.com.
Cautionary Statement Regarding Forward-Looking
Information
Certain statements in this news release, contain
forward-looking information (collectively referred to herein as the
"Forward-Looking Statements") within the meaning
of applicable Canadian securities laws. The use of any of the words
"expect", "anticipate", "continue", "estimate", "may", "will",
"project", "should", "believe", "plans", "intends" and similar
expressions are intended to identify Forward-Looking Statements. In
particular, but without limiting the foregoing, this news release
contains Forward-Looking Statements pertaining to: expected cash
flow and capital resources; ability of the Company to continue as a
going concern; ability of MTV to comply with the terms of its
existing debt facility and other material agreements; advancement
of ongoing projects, expectations regarding the JRP and the affects
of any potential order, and expectations regarding debt
restructuring and additional financing.
Although TVC believes that the Forward-Looking
Statements are reasonable, they are not guarantees of future
results, performance or achievements. A number of factors or
assumptions have been used to develop the Forward-Looking
Statements, including: the availability of certain consumables
(including water) and services and the prices for power, sulfuric
acid and other key supplies; expected labour and materials costs
and available supply; certain tax rates, including the allocation
of certain tax attributes, being applicable to MTV; the continued
availability of quality management; expected ability to repay the
indebtedness of MTV; the JRP is a procedure available to MTV; and
MTV will be able to maintain sufficient staff to continue
processing operations.
Actual results, performance or achievements
could vary materially from those expressed or implied by the
Forward-Looking Statements should assumptions underlying the
Forward-Looking Statements prove incorrect or should one or more
risks or other factors materialize, including: (i) possible
variations in grade or recovery rates; (ii) copper price
fluctuations and uncertainties; (iii) delays in obtaining
governmental approvals or financing; (iv) risks associated with the
mining industry in general (e.g., operational risks in development,
exploration and production; delays or changes in plans with respect
to exploration or development projects or capital expenditures; the
uncertainty of estimates and projections relating to mineral
reserves, production, costs and expenses; and labour, health,
safety and environmental risks) and risks associated with the other
portfolio companies' industries in general; (v) performance of the
counterparty to the ENAMI contract; (vi) risks associated with
investments in emerging markets; (vii) general economic, market and
business conditions; (viii) market volatility that would affect the
ability to enter or exit investments; (ix) commodity price and
foreign exchange fluctuations and uncertainties; (x) risks
associated with catastrophic events, manmade disasters, terrorist
attacks, wars and other conflicts, or an outbreak of a public
health pandemic or other public health crises, including COVID-19;
(xi) those risks disclosed under the heading "Risk Management" in
TVC’s Management’s Discussion and Analysis for the period ended
December 31, 2021; and (xii) those risks disclosed under the
heading "Risk Factors" or incorporated by reference into TVC’s
Annual Information Form dated March 3, 2021. The Forward-Looking
Statements speak only as of the date hereof, unless otherwise
specifically noted, and the Company does not assume any obligation
to publicly update any Forward-Looking Statements, whether as a
result of new information, future events or otherwise, except as
may be expressly required by applicable Canadian securities
laws.
Cautionary Note to United States
Investors Concerning Estimates of measured, indicated and inferred
mineral resources
This news release may use the terms "measured",
"indicated" and "inferred" mineral resources. Historically, while
such terms were recognized and required by Canadian regulations,
they were not recognized by the United States Securities and
Exchange Commission (the “SEC”). The SEC has
adopted amendments to its disclosure rules to modernize the mineral
property disclosure requirements for issuers whose securities are
registered with the SEC under the Securities and Exchange Act of
1934, as amended (the “Exchange Act”). These
amendments became effective February 25, 2019 (the “SEC
Modernization Rules”) with compliance required for the
first fiscal year beginning on or after January 1, 2021. The SEC
Modernization Rules replace the historical property disclosure
requirements for mining registrants that were included in SEC
Industry Guide 7, which will be rescinded from and after the
required compliance date of the SEC Modernization Rules. As a
result of the adoption of the SEC Modernization Rules, the SEC now
recognizes estimates of “measured”, “indicated” and “inferred”
mineral resources. In addition, the SEC has amended its definitions
of “proven mineral reserves” and “probable mineral reserves” to be
substantially similar to the corresponding Canadian Institute of
Mining, Metallurgy and Petroleum definitions, as required by NI
43-101. Investors are cautioned that "Inferred mineral resources"
have a great amount of uncertainty as to their existence, and 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, estimates of inferred
mineral resources may not form the basis of feasibility or other
economic studies. United States investors are cautioned not to
assume that all or any part of measured or indicated mineral
resources will ever be converted into mineral reserves. United
States investors are also cautioned not to assume that all or any
part of an inferred mineral resource exists or is economically or
legally mineable.
For further information:
Michael StaresinicPresident and Chief Executive
OfficerT: (416) 943-7107E: mstaresinic@threevalleycopper.com
Renmark Financial Communications Inc.Joshua
Lavers: jlavers@renmarkfinancial.comT: (416) 644-2020 or (212)
812-7680www.renmarkfinancial.com
Source: Three Valley Copper Corp.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this news release.
Three Valley Copper (TSXV:TVC)
Historical Stock Chart
From Dec 2024 to Jan 2025
Three Valley Copper (TSXV:TVC)
Historical Stock Chart
From Jan 2024 to Jan 2025