Centerra Gold Announces Acquisition of the Goldfield District Development Project in Nevada
1 University Avenue, Suite 1500
Toronto, ON
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NEWS RELEASE
Centerra Gold Announces Acquisition of the Goldfield District
Development Project in Nevada
TORONTO, CANADA – February 22, 2022 – Centerra Gold Inc. (“Centerra” or the “Company”)
(TSX: CG) (NYSE: CGAU) announced today that it has entered into a definitive agreement
whereby Centerra, through its subsidiary Centerra (U.S.) Inc., will acquire 100% of Gemfield
Resources LLC, owner of the Goldfield District Project ( “Goldfield”), from Waterton Nevada
Splitter, LLC (“Waterton”) for US$206.5 million (US$175 million in cash at closing plus a
US$31.5 million future milestone payment payable in cash or Centerra shares).
Goldfield is a conventional open-pit, heap leach project in late-stage development, located in a Tier
1 mining jurisdiction. It contains three known deposits: Gemfield, Goldfield Main and McMahon
Ridge. The first pit for potential development is Gemfield. Centerra believes that the project has
significant upside potential from its large , underexplored land position in an established mining
area in Nevada that has produced more than 4 million ounces of gold historicallyi.
Highlights of the Transaction:
▪ Adds high -quality development project: Goldfield is anticipated to add meaningful
future low-cost production to Centerra with a conventional open-pit heap leach mine with
expected low capital intensity, similar to that of our operational Öksüt Mine in Turkey.
▪ Improves geographic profile and provides new platform of operation: Goldfield is
located in a Tier 1 jurisdiction and enjoys strong local support. The acquisition increases
Centerra's exposure to North America and provides an anchor asset that can act as a
foothold for further opportunities in the United States. Centerra currently has five active
exploration joint ventures in the United States and six in Canada.
▪ Short construction period: Goldfield is substantially de -risked. The Company plans to
further refine existing technical studies undertaken to date by Wa terton, with a resource
estimate expected to be released in the first half of 2023 and an updated feasibility study
thereafter.
▪ Leverages existing operational expertise: Goldfield is a conventional open -pit, heap
leach project that can leverage development and operating expertise obtained at Centerra's
Öksüt Mine which was constructed on time and under budget.
▪ Underexplored property that provides substantial upside potential: Large land
position located in a prolific mining dis trict w hich has produced over 4 million gold
ouncesi. Centerra has identified numerous targets for drill-ready regional exploration, with
the potential to expand known deposits and extend mine life.
▪ Extensive d ue diligence completed: Centerra’s review of Goldfield has been ongoing
since 2020.
1 University Avenue, Suite 1500
Toronto, ON
M5J 2P1
tel 416-204-1953
fax 416-204-1954
www.centerragold.com
Scott Perry, President and Chief Executive Officer of Centerra, stated: “We are very excited to be
adding this high-quality development project and its substantial Tier 1 jurisdiction land package to
our portfolio. Similar to our Öksüt Mine , Goldfield will be a heap leach mine, with low initial
capital outlay and low projected production costs.
Our experienced exploration and operational teams have intimate knowledge of an asset of this
kind, and I feel confident that they will be able to successfully develop and execute on this project
in the coming years, delivering another source of meaningful cash flow to Centerra.
Lastly, given the current strength of our balance sheet together with our significant projected free
cash flow in 2022, acquiring Goldfield leaves Centerra in a position of flexibility to deliver on other
shareholder friendly capital return initiatives that will be under consideration over time.”
For more information on Goldfield , presentation slides are available on Centerra Gold’s website:
https://www.centerragold.com/investor/events-presentations
Centerra will host a conference call today to discuss the acquisition at 10:30 AM Eastern Time on
Tuesday, February 22, 2022.
• North American participants may access the call toll-free at +1 877-302-3634.
• International participants may access the call at +1 416-981-9023.
The conference call is being webcast by Notified (formerly Intrado Digital Media ) and can be
accessed live at Centerra Gold’s website at www.centerragold.com.
An audio recording of the call will be available approximately two hours after the call via telephone
until midnight Eastern Time on March 8, 2022. The recording can be accessed by calling + 1 416
626-4100 or +1 800-558-5253 and using the passcode 22015888. In addition, the webcast will be
archived on Centerra Gold’s website www.centerragold.com.
Transaction Terms
Consideration under the transaction is an initial cash payment of US$175 million payable at closing
and an additional US$31.5 million deferred milestone payment, payable in cash or Centerra shares
at Centerra’s option. The milestone payment shall become payable , among other things, upon the
earlier of (i) the date that is 18 months following closing, or (ii) Centerra making a construction
decision with respect to the project.
Advisors and Counsel
TD Securities Inc. acted as financial advisor to Centerra, and Stikeman Elliott LLP and Snell &
Wilmer LLP acted as legal advisors to Centerra.
Caution Regarding Forward-Looking Information
Information contained in this document which is not a statement of historical fact, and the
documents incorporated by reference herein, may be “forward -looking information” for the
purposes of Canadian securities laws and within the meaning of the United States Private Securities
Litigation Reform Act of 1995. Such forward-looking information involves risks, uncertainties and
other factors that could cause actual results, performance, prospects and opportunities to differ
1 University Avenue, Suite 1500
Toronto, ON
M5J 2P1
tel 416-204-1953
fax 416-204-1954
www.centerragold.com
materially from those expressed or implied by such forward -looking information. The words
“believe”, “expect”, “anticipate”, “contemplate”, “plan”, “intends”, “continue”, “budget”,
“estimate”, “may”, “will”, “schedule”, “understand” and similar expressions identify forward -
looking information. These forward-looking statements relate to, among other things: expectations
in respect of the transaction, including its completion and the anticipated benefits and strategic
rationale of the transaction; future prospects from the transaction, includi ng the ability to unlock
value through exploration and improved geographic profile for the Company; expected release of
a resource estimate; expected mining and processing methods, low costs and mine life; the timing
of definition phase, engineering and co nstruction with respect to the Goldfield District
Development Project (“Goldfield”); expected capital costs and 2022 free cash flow and cash
provided by operating activities.
Forward-looking information is necessarily based upon a number of estimates and assumptions
that, while considered reasonable by Centerra, are inherently subject to significant technical,
political, business, economic and competitive uncertainties and contingencies. Known and
unknown factors could cause actual results to differ materially from those projected in the forward-
looking information. Factors and assumptions that could cause actual results or events to differ
materially from current expectations include, among other things: completion of the transaction in
accordance with, a nd on the timeline contemplated by, the terms and conditions of the relevant
agreements governing the transaction; the accuracy of management’s assessment of the effects of
the successful completion of the proposed transaction; strategic, legal, planning, financial,
operational and other risks, including changes in project parameters as plans continue to be
refined, changes in economic conditions, variations in ore reserves, grade or recovery rates, actual
performance of plant, equipment or processes relative to specifications and expectations, volatility
of mineral prices, ability to obtain government approvals and permits, worsening of COVID -19
pandemic, the making of a determination to proceed with the development of Goldfield on terms
acceptable to Centerra and the factors and assumptions identified in Centerra’s news release dated
January 18, 2022 in relation to the Company’s 2022 guidance. For additional risk factors, please
see section titled “Risk Factors” in the Company’s most recently filed Annual I nformation Form
available on SEDAR at www.sedar.com and EDGAR at www.sec.gov/edgar.
There can be no assurances that forward -looking information and statements will prove to be
accurate as many factors and future events, both known and unknown, could cause actual results,
performance, or achievements to vary or differ materially from the r esults, performance, or
achievements that are or may be expressed or implied by such forward -looking statements
contained herein or incorporated by reference. Accordingly, all such factors should be considered
carefully when making decisions with respect t o Centerra, and prospective investors should not
place undue reliance on forward -looking information. Forward -looking information is as of
February 22, 2022. Centerra assumes no obligation to update or revise forward -looking
information to reflect changes in assumptions, changes in circumstances, or any other events
affecting such forward-looking information, except as required by applicable law.
About Centerra Gold
Centerra Gold Inc. is a Canadian -based gold mining company focused on operating, developing ,
exploring and acquiring gold properties in North America, Turkey, and other markets worldwide.
Centerra operates two mines: the Mount Milligan Mine in British Columbia, Canada, and the Öksüt
Mine in Turkey. While the Company still owns the Kumtor Mine in the Kyrgyz Republic, it is
currently no longer under the Company’s control. The Company also owns the pre-development
stage Kemess Underground Project in British Columbia, Canada and owns and operates the
1 University Avenue, Suite 1500
Toronto, ON
M5J 2P1
tel 416-204-1953
fax 416-204-1954
www.centerragold.com
Molybdenum Business Unit in the United States. Centerra's shares trade on the Toronto Stock
Exchange (“TSX”) under the symbol CG and on the New Y ork Stock Exchange (“NYSE”) under
the symbol CGAU. The Company is based in Toronto, Ontario, Canada.
For more information:
Toby Caron
Treasurer and Director, Investor Relations
(416) 204-1694
Shae Frosst
Manager, Investor Relations
(416) 204-2159
Additional information on Centerra is ava ilable on the Company’s website at
www.centerragold.com and at SEDAR at www.sedar.com.
i Ashley, R.P., 1990a, The Goldfield gold district, Esmeralda and Nye Counties, Nevada, in Shawe, D.R.,
and Ashley, R.P., eds., Epithermal Gold Deposits—Part 1: U.S. Geological Survey Bulletin 1857–H, p. H1–
H7, https://pubs.usgs.gov/bul/1857h/report.pdf