Metalla Reports Financial Results FOR the 2023 Fiscal Year and Provides Asset Updates
METALLA REPORTS FINANCIAL RESULTS FOR THE 2023 FISCAL YEAR AND
PROVIDES ASSET UPDATES
(All dollar amounts are in thousands of United States dollars unless otherwise indicated, except for shares,
per ounce, and per share amounts)
FOR IMMEDIATE RELEASE TSXV: MTA
NYSE American: MTA
March 28, 2024
Vancouver, Canada: Metalla Royalty & Streaming Ltd. (“Metalla” or the “Company”) (TSXV: MTA)
(NYSE American: MTA) announces its operating and financial results for the year ended
December 31, 2023. Metalla has also filed with the U.S. Securities and Exchange Commission (the
“SEC”) its SEC Annual Report on Form 40-F for the year ended December 31, 2023. The Form 40-F
includes the Company’s Annual Information Form, audited financial statements and
management’s discussion & analysis for the year ended December 31, 2023. For complete details
of the consolidated financial statements and accompanying management's discussion and
analysis for the year ended December 31, 2023, please see the Company's filings on SEDAR +
(www.sedarplus.ca) or EDGAR ( www.sec.gov). Shareholders are encouraged to visit the
Company's website at www.metallaroyalty.com.
Metalla shareholders may receive a hard copy of the Company’s complete audited financial
statements for the year ended December 31, 202 3, free of charge, upon request. For further
information please visit the Company website at https://www.metallaroyalty.com/financial-
reports/.
Brett Heath, President, and CEO of Metalla, commented, " 2023 was a transformative year for
Metalla during which we closed the largest transaction in the Company's history, to merge with
Nova Royalty, creating one of the most robust and sustainable growth portfolios i n the royalty
sector. During 2023, our attributable gold equivalent ounces received exceeded the top end of
our guidance by 14%, delivering just under 4,000 ounces for the year. Looking into 2024, we
expect Tocantinzinho, Côté, and Ama lgamated Kirkland to reach production. Gosselin also
continues to show that it has the potential to become a tier 1 royalty asset on its own, with 4.4
million Indicated Resource gold ounces and 3.0 million Inferred Resource gold ounces, and we
expect it will continue to grow in 2024 with the planned 35,000-meter drill program.”
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FINANCIAL HIGHLIGHTS
During the year ended December 31, 2023, and the subsequent period up to the date of this
news release, the Company:
• Effective December 1, 2023, acquired all of the issued and outstanding shares of Nova
Royalty Corp. (“Nova”) pursuant to a plan of arrangement (the “ Nova Transaction”). In
accordance with the Nova Transaction, Nova shareholders received 0.36 of a common
share of Metalla (the “ Common Shares”) per common share of Nova ( For additional
details see Nova Royalty Acquisition below);
• On October 19, 2023, entered into an agreement with Beedie Investments Ltd. (“Beedie”),
which became effective at the closing of the Nova Transaction, whereby the parties
agreed to amend the convertible loan facility (the “ Beedie Loan Facility ”) between
Metalla and Beedie to , among other things , increase the principal amount from C$25.0
million to C$50.0 million and draw down from the Beedie Loan Facility, at closing of the
Nova Transaction, an amount equal to the principal and unpaid interest and fees
outstanding under the convertible loan agreement with Nova (the “ Nova Loan Facility”)
to refinance and retire the Nova Loan Facility (For additional details see Nova Royalty
Acquisition below);
• Completed a private placement, on closing of the Nova Transaction , pursuant to which
Beedie subscribed to 2,835,539 Common Shares at a price of C$5.29 per share for
aggregate gross proceeds of C$15.0 million;
• Acquired 28 royalties and 1 stream, to bring the total held as at the date of this press
release to 102 precious and base metals assets, through the following transactions:
i. Acquired 23 royalties in the Nova Transaction (For additional details see Nova
Royalty Acquisition);
ii. Acquired an existing 2.5% -3.75% sliding scale Gross Proceeds (“ GP”) royalty over
gold, together with a 0.25%-3.0% Net Smelter Return (“NSR”) royalty on all non-gold
and silver metals on the majority of Barrick Gold Corporation’s (" Barrick") Lama
project in Argentina, from an arm’s length seller for aggregate consideration of $7.5
million. The transaction closed on March 9, 2023, at which time the Company paid
$2.5 million in cash, and issued 466,827 Common Shares to the seller (with a deemed
value of $5.3553 per share). T he remaining $2.5 million is payable in cash or
Common Shares, within 90 days upon the earlier of a 2 Moz gold Mineral Reserve
estimate on the royalty area or 36 months after the closing date;
iii. Acquired one silver stream and three royalties from Alamos Gold Corp. (“Alamos”)
for $5.0 million in Common Shares with a deemed value of $5.3228 per share. The
transaction closed on February 23, 2023, at which time the Company issued 939,355
Common Shares to Alamos. The stream and royalties acquired in this transaction
include:
▪ a 20% silver stream over the Esperanza project located in Morales, Mexico
owned by Zacatecas Silver Corp.;
▪ a 1.4% NSR royalty on the Fenn Gibb South project located in Timmins,
Ontario owned by Mayfair Gold Corp.;
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▪ a 2.0% NSR royalty on the Ronda project located in Shining Tree, Ontario
owned by PTX Metals Inc.; and
▪ a 2.0% NSR royalty on the Northshore West property located in Thunder Bay,
Ontario owned by Newpath Resources Inc.
• Sold the JR mineral claims that make up the Pine Valley property, which is part of the
Cortez complex in Nevada, to Nevada Gold Mines LLC (“ NGM”), an entity formed by
Barrick and Newmont Corporation (“Newmont”), for $5.0 million in cash. The Company has
retained a 3.0% NSR royalty on the property. Additionally, sold the Conmee mineral claims
that make up the Tower Mountain property to Thunder Gold Corp. (“Thunder Gold”) for
4,000,000 common shares of Thunder Gold, valued at $0.1 million upon closing . The
Company has retained a 2.0% NSR royalty on the property;
• Paid a special dividend in the amount of C$0.03 per share on September 15, 2023, with a
record date of August 1, 2023;
• For the year ended December 31, 2023, received or accrued payments on 3,989
attributable Gold Equivalent Ounces (“GEOs”) at an average realized price of $1,867 and
an average cash cost of $6 per attributable GEO (see Non-IFRS Financial Measures);
• For the year ended December 31, 2023, recognized revenue from royalty and stream
interests, including fixed royalty payments, of $ 4.6 million, net loss of $5.8 million, and
Adjusted EBITDA of $1.1 million (see Non-IFRS Financial Measures);
• For the year ended December 31, 2023, generated operating cash margin of $1,8 61 per
attributable GEO from the Wharf, El Realito, La Encantada, the New Luika Gold Mine
(“NLGM”) stream held by Silverback Ltd. (“ Silverback”), the Higginsville derivative royalty
asset, and other royalty interests (see Non-IFRS Financial Measures);
• For the year ended December 31, 2023, recognized payments due or received (not
included in revenue) from the Higginsville derivative royalty asset of $2.9 million (see Non-
IFRS Financial Measures);
• On December 28, 2023, the Company exercised its right to terminate the equity distribution
agreement entered into on May 27, 2022 (the “ 2022 ATM Program ”) under which the
Company was entitled to distribute up to $50.0 million (or the equivalent in Canadian
Dollars) in Common Shares of the Company. From inception to the date of termination,
the Company distributed 1, 328,078 Common Shares under the 2022 ATM Program at an
average price of $5. 01 per share for gross proceeds of $ 6.6 million, of which none were
sold during the three months ended December 31, 2023; and
• On May 19, 2023, closed a second supplemental loan agreement to amend the Beedie
Loan Facility by:
i. extending the maturity date to May 10, 2027;
ii. increasing the loan facility by C$5.0 million from C$20.0 million to C$25.0 million;
iii. increasing the interest rate from 8.0% to 10.0% per annum;
iv. amending the conversion price of the fourth drawdown from C$11.16 per share to
C$8.67 per share, being a 30% premium to the 30 -day Volume Weighted Average
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Price (“VWAP”) of the Company shares measured at market close on the day prior
to announcement of the amendment;
v. amending the conversion price of C$4.0 million of the third drawdown from C$14.30
per share to C$7.33 per share, being the 5 -day VWAP of the Company shares
measured at market close on the day prior to announcement of the amendment,
and converting the C$4.0 million into shares at the new conversion price. Upon
closing the Company issued Beedie 545,702 Common Shares for the conversion of
the C$4.0 million; and
vi. amending the conversion price of the remaining C$1.0 million of the third
drawdown from C$14.30 per share to C$8.67 per share, being to the 30-day VWAP
of the Company shares measured at market close on the day prior to
announcement of the amendment.
NOVA ROYALTY ACQUISITION
On December 1, 2023, the Company closed the Nova Transaction , pursuant to which the
Company acquired all of the issued and outstanding common shares of Nova. Pursuant to the
terms of the a rrangement agreement between the Company and Nova dated September 7,
2023 (the “Arrangement Agreement”), Nova shareholders received 0.36 of a Common Share for
each Nova common share held prior to the Nova Transaction, for a total of 33,893,734 Common
Shares issued. In accordance with the Arrangement Agreement, each Nova restricted share unit
vested into a Nova common share at the close of the Nova Transaction and was exchanged for
0.36 of a Common Share for a total of 741,597 Common Shares issued, and each Nova stock
option was replaced with a fully vested replacement optio n. All replacement options were
adjusted as per the terms of the Arrangement Agreement and are exercisable into Common
Shares.
Upon completion of the Nova Transaction, existing Metalla and Nova shareholders owned
approximately 60.41% and 39.59% of the combined company, respectively.
Nova Royalty
Nova is now a wholly-owned subsidiary of Metalla and is a royalty and streaming company that
is focused on acquiring copper royalties and as at the close of the Nova Transaction had a
portfolio of 23 royalties including:
• 0.42% NSR royalty on Taca Taca operated by First Quantum Minerals Ltd.;
• 0.315% NSR royalty on the Copper World Complex operated by Hudbay Minerals Inc.;
• 1.0% NSR royalty on Aranzazu operated by Aura Minerals Inc.;
• 0.08% Net Profit Interest (“NPI”) royalty on Josemaria operated by Lundin Mining Corp.;
• 0.98% NSR royalty on open pit operations and 0.49% NSR royalty on underground
operations on Vizcachitas operated by Los Andes Copper Ltd.;
• 0.25% NSR royalty on Tatogga operated by Newmont Corp.;
• 2.0% NSR royalty on NuevaUnion operated as a 50/50 joint venture between Teck
Resources Ltd. and Newmont Corp.; and
• 1.0% Net Proceeds (“NP”) royalty on West Wall operated as a 50/50 joint venture between
Anglo American plc and Glencore plc.
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Beedie Capital Strategic Partnership
In connection with the Nova Transaction, Beedie and the Company formed a strategic
partnership pursuant to which:
• Beedie subscribed for C$15.0 million in an equity placement into Metalla;
• The parties agreed to amend and increase the existing Beedie Loan Facility; and
• The Nova Loan Facility was repaid and terminated.
Equity Placement
Beedie entered into a subscription agreement to complete a C$15.0 million equity placement
(the “Equity Placement”) in Metalla, pursuant to which concurrent with the closing of the Nova
transaction subscribed to 2.8 million Common Shares at a price of C$5.29, which was the closing
price of the Common Shares on the TSX-Venture Exchange on September 7, 2023, the day prior
to the announcement of the Nova Transaction.
Metalla Convertible Loan
Effective December 1, 2023, Metalla and Beedie entered into an amended and restated
convertible loan facility agreement (the “A&R Loan Facility”) to amend and restate the Beedie
Loan Facility. Pursuant to the A&R Loan Facility, the parties agreed to:
i. increase the maximum aggregate principal amount of the A&R Loan Facility from C$25.0
million to C$50.0 million;
ii. amend the conversion price of the C$4.2 million due under the Beedie Loan Facility to a
conversion price of C$6.00 per share under the A&R Loan Facility;
iii. drawdown a further C$12.2 million from the A&R Loan Facility with a conversion price of
C$6.00 per share to refinance the principal amount due under the Nova Loan Facility;
iv. drawdown C$2.0 million from the A&R Loan Facility to refinance the accrued and unpaid
interest outstanding under the Nova Loan Facility at the close of the Nova Transaction,
with a conversion price equal to the market price of the shares of Metalla at the time of
conversion;
v. drawdown C$0.8 million from the A&R Loan Facility to refinance the accrued and unpaid
fees outstanding under the Nova Loan Facility at the close of the Nova Transaction, with
such amounts not being convertible into shares of Metalla;
vi. establish an 18-month period during which the interest of 10.0% per annum compounded
monthly will be added to the accrued and unpaid interest amount, and on June 1, 2025,
reverting to a cash interest payment of 10.0% on a monthly basis;
vii. incur an amendment fee of C$0.1 million and any outstanding costs and expenses are to
be paid by Metalla; and
viii. update the existing security arrangemen ts to include security provided by Nova and
certain other subsidiaries of Metalla and Nova for the A&R Loan Facility , along with
updated security arrangements at Metalla to reflect developments in our business.
Subsequent to December 31, 2023, on February 20, 2024, Beedie elected to convert C$1.5 million
of the accrued and unpaid i nterest into Common Shares at a conversion price of C$3.49 per
share, being the closing price of the shares of Metalla on the TSX -V on February 20, 2024, for a
total of 429,800 Common Shares which were issued on March 19, 2024.
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Nova Convertible Loan
As per the A&R Loan Facility and as discussed above, concurrent with closing of the Nova
Transaction, Metalla drew down on the A&R Loan Facility and pa id out and discharge d all
obligations under the Nova Loan Facility, which was terminated concurrently.
ASSET UPDATES
Below are updates during the three months ended December 31, 2023, and subsequent period
to certain of the Company’s assets, based on information publicly filed by the applicable project
owner:
La Encantada
On February 22, 2024, First Majestic Silver Corp. (“First Majestic”) announced production of 61 oz
of gold and 0.5 Moz of silver from La Encantada in the fourth quarter of 2023, and production of
321 oz gold and 2.7 Moz silver for the 2023 fiscal year.
Metalla accrued 79 GEOs from La Encantada for the fourth quarter of 2023 and 259 GEOs for the
2023 fiscal year.
Metalla holds a 100% Gross Value Returns (“GVR”) royalty on gold produced at the La Encantada
mine limited to 1.0 Koz annually.
El Realito
On February 15, 2024, Agnico Eagle Mines Ltd. (“Agnico”) reported that gold production from La
India totaled 19.5 Koz for the fourth quarter of 202 3 and 75.9 Koz gold for the 2023 fiscal year.
Agnico also provided 2024 guidance for La India of 25 -30 Koz gold which is expected to come
from residual leaching of the heap leach pads.
Metalla accrued 267 GEOs from El Realito for the fourth quarter of 202 3 and 1,066 GEOs for the
2023 fiscal year.
Metalla holds a 2.0% NSR royalty on the El Realito deposit which is subject to a 1.0% buyback right
for $4.0 million.
Wharf
On February 21, 2024, Coeur Mining Inc. (“ Coeur”) reported 2023 fourth quarter production of
29.7 Koz gold and updated the full year guidance for 2024 at Wharf to 86 – 96 Koz gold.
Exploration efforts in 2024 will focus adding additional Mineral Reserves at Wharf.
Metalla accrued 305 GEOs from Wharf for the fourth quarter of 2023 and 1,008 GEOs for the 2023
fiscal year.
Metalla holds a 1.0% GVR royalty on the Wharf mine.
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Aranzazu
On February 20, 2024, Aura Minerals Inc. (“ Aura”) announced 2023 production at Aranzazu
totaled 106,119 GEOs with 2024 guidance of 94 – 108 Koz GEOs. Additionally in their corporate
presentation dated March 2024, Aura stated a 29,400 -meter drilling campaign is underway
testing the continuity of the GH and Cabrestante connection with the goal of increasing mineral
reserves and resources, along with drilling in El Cobre and Aranzazu extensions.
Metalla accrued 67 GEOs from Aranzazu for the period from December 1 to December 31, 2023,
representing the period after the Nova Transaction closed.
Metalla holds a 1.0% NSR royalty on the Aranzazu mine.
New Luika
On January 22, 2024, Shanta Gold Limited (“Shanta”) reported that it produced 18.3 Koz of gold
and 30 Koz of silver at the New Luika Gold Mine (“NLGM”) in Tanzania in the fourth quarter of 2023.
Shanta also reiterated their guidance of 70 – 74 Koz of gold from NLGM in 2024. On January 11,
2024, Shanta released the results of the 2023 NLGM drill program with significant intercepts of
39.05 g/t gold over 11.6 meters and 7.49 g/t gold over 15.1 meters.
Metalla accrued 22 GEOs from NLGM for the fourth quarter of 2023 and 113 GEOs for the 2023
fiscal year.
Metalla holds a 15% interest in Silverback, whose sole business is receipt and distribution of a 100%
silver stream on NLGM at an ongoing cost of 10% of the spot silver price.
Côté-Gosselin
In a news release dated February 15, 2024, IAMGOLD Corporation (“IAMGOLD”) reported that it
had completed 98% of the construction at the Côté G old Project. IAMGOLD also stated that
production guidance is expected to be between 220 – 290 Koz for 2024.
On its news release dated February 15, 2024, IAMGOLD also announced that the Gosselin Mineral
Resource estimate increased, for a total of 4.4 milli on Indicated Resource gold ounces in 161.3
million tonnes at 0.85 g/t Au, and 3.0 million Inferred Resource gold ounces in 123.9 Mt at 0.75 g/t
Au. Technical studies are planned to advance metallurgical testing, conduct mining and
infrastructure study to review options for the potential inclusion of Gosselin into the future Côté life
of mine plan. IAMGOLD announced planned exploration expenditures at Gosselin of $5.0 million
on a resource delineation drilling program and in their corporate presentation date d February
2024, IAMGOLD also stated that it expects to complete 35,000 meters of exploration drilling at
Gosselin in 2024. Please see Figure 1 for the Côté and Gosselin Longitudinal Section outlining the
current extent of mineral resources and opportunities for resource expansion.
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Figure 1: Gosselin Composite Longitudinal Section (Source: IAMGOLD press release dated February 15, 2024)
Metalla holds a 1.35% NSR royalty that covers less than 10% of the Côté Reserves and Resources
estimate and covers all of the Gosselin Resource estimate.
Fosterville
On February 15, 2024, Agnico reported the results of the 2023 drill program completed at the
Fosterville mine. Significant highlights within the Phoenix area include 69.1 g/t gold over 3.7 meters
including 120 g/t gold over 2.1 meters in the Cardinal structure. Also, within the Phoenix area, a
highlight drill hole in the newly identified mineralized trend named the Peregrine Zone intersected
17.3 g/t gold over 8.3 meters. Please see Figure 2 for an estimate of the royalty boundary proximity
to mineralization on Agnico’s Fosterville Longitudinal section.
In 2024, Agnico also stated it expects to spend $10.9 million for 38,700 meters of drilling focused
on extensions of mineral reserves and mineral resources at Lower Phoenix and Robbins Hill. An
additional $11.7 million is budgeted for 36,500 meters of drilling to test new geological targets,
including underground extensional exploration at Harrier.