Osisko Metals Announces Successful Closing of Previously-Announced Joint Venture Transaction with Appian
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OSISKO METALS ANNOUNCES SUCCESSFUL CLOSING OF
PREVIOUSLY-ANNOUNCED JOINT VENTURE TRANSACTION WITH APPIAN
(Montreal, April 6, 2023) Osisko Metals Incorporated (the "Company" or "Osisko Metals") (TSX-
V: OM; OTCQX: OMZNF; FRANKFURT: 0B51) is pleased to announce the successful closing of
its previously-announced joint venture transaction with a subsidiary of Appian Natural Resources
Fund III LP ("Appian"), which resulted in the formation of a joint venture for the advancement of
Osisko Metals' Pine Point Project (the "Transaction").
Robert Wares, Chairman & CEO of Osisko Metals, commented : "We are delighted to have
successfully closed this transaction with Appian, and look forward to a mutually beneficial and
collaborative partnership to rapidly advance the Pine Point Project for our stakeholders. On behalf
of the Board of Directors of Osisko Metals, we thank our shareholders, management, advisors
and partners for their hard work and long-standing support."
Michael Scherb, Founder & CEO of Appian Capital Advisory LLP, commented: "The Pine
Point project is a highly prospective and strategically located project and Appian is delighted to
partner with Osisko Metals on its development. The work of the Osisko Metals team to date is a
credit to themselves. Appian looks forward to a collaborative partnership with Osisko Metals, the
Pine Point team, surrounding communities and stakeholders to advance the development of the
Pine Point Project".
As part of the closing of the Transaction:
• Appian has purchased 20,153,164 common shares of Osisko Metals at a price of $0.2481
per share for gross proceeds of C$5 million;
• Appian has purchased share capital of Pine Point Mining Limited (which holds the Pine
Point Project) ("PPML") from Osisko Metals in exchange for a payment in the amount of
C$8.3 million;
• Appian has subscribed for share capital of PPML in exchange for a payment to PPML in
the amount of C$13.1 million;
• the interim loan made by Appian to Osisko Metals in the amount of C$6.7 million has been
converted for share capital in PPML.
After giving effect to the Transaction, Osisko Metals and Appian now hold approximately
74.7% and 25.3%, respectively, of the share capital of Pine Point Mining Limited (which
holds a 100% interest in the Pine Point Project).
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Subsequent to the closing of the Transaction and until Appian has acquired an ownership interest
of 60% in PPML (the " Target Ownership Percentage ") or until a Final Investment Decision
("FID") has been reached, all funding in respect of the Pine Point Project will be made by way of
cash calls issued by the board of PPML to Appian, the quantum and speed of which are
determined at the sole discretion of the board of directors of PPML. Osisko Metals will not be
required to make any cash contributions to PPML until Appian has reached the Target Ownership
Percentage, following which additional cash calls, if required, will be satisfied by each of Appian
and Osisko Metals on a pro-rata basis pursuant to approved annual programs and budgets as
determined by the board of PPML.
Initially, the board of PPML will be comprised of Robert Wares and Gordon Stothart, as nominees
of Osisko Metals, and Adam Fisher and Geoff Cohen (Chairman), as nominees of Appian, and
management will include Jeff Hussey (Chief Exec utive Officer) and Anthony Glavac (Chief
Financial Officer). There are no changes contemplated to the board of directors of Osisko
Metals in connection with the Transaction.
As part of closing of the Transaction, the Company and Appian entered into a Joint Venture
Company Agreement and an Investor Rights Agreement, in substantially the forms attached to
the investment agreement dated February 21, 2023 between the Company and Appian in respect
of the Transaction, a copy of which is available on SEDAR ( www.sedar.com) under the
Company's issuer profile.
See below for the biographies of the directors and officers of PPML:
Geoff Cohen, Director and Chairman of PPML
Geoff Cohen is the Senior Advisor to Appian in North America. Prior to joining Appian, Mr. Cohen
was Managing Director and Head of North American Mining Investment Banking at JPMorgan.
During this period, he originated and successful ly executed M&A, debt and equity transactions
valued at over US$40 billion. Prior to joining JPMorgan in 2010, Mr. Cohen worked as a senior
professional in the M&A groups of both global and domestic Canadian investment banks, where
he focused on the natural resources sector. Mr. Cohen holds a B.Sc. in Engineering from Queen's
University and an M.B.A. from the Ivey School of Business at the University of Western Ontario.
Adam Fisher, Director of PPML
Adam Fisher is a Principal at Appian Capital Advisory LLP. Prior to joining Appian in 2019, Mr.
Fisher served as Vice President for Mubadala Investment Company, making and managing direct
private equity investments into companies focused within the mining, metals, and utilities sectors.
Prior to Mubadala, Mr. Fisher worked as an investment banker within the Natural Resources
Group at Deutsche Bank, responsible for metals and mining client coverage and execution. Mr.
Fisher began his career as a Submarine Officer in the US Navy, where he was a qualified Nuclear
Engineer. Adam Fisher holds an MBA from Harvard Business School, a Master's of Science in
Electrical Engineering from the Naval Postgraduate School, and a Bachelor's of Science in
Electrical Engineering from the United States Naval Academy.
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Robert Wares, Director of PPML
Robert Wares is currently the Chairman and Chief Executive Officer of Osisko Metals, and a
professional geologist with over 40 years of experience in mineral exploration and development.
He was responsible for the discovery of the Canadian Malartic bulk tonnage gold deposit, which
was subsequently developed by Osisko Mining Inc. into one of Canada's largest gold producers.
Among other awards, Mr. Wares was a co-winner of the Prospectors and Developers Association
of Canada's "Prospector of the Year Award" for 2007, and was named, together with John
Burzynski and Sean Roosen, as "Mining Men of the Year" for 2009 by the Northern Miner. Mr.
Wares is also Chairman and CEO of Brunswick Exploration Inc. He holds a Bachelor of Science
and an Honorary Doctorate in Earth Sciences fr om McGill University, and currently serves as
member of McGill University's Faculty of Science Advisory Board. Mr. Wares also served for ten
years as President and Board Director of the Ordre des Géologues du Québec and three years
on the Mining Advisory Board with the Autorité des Marchés Financiers du Québec.
Gordon Stothart, Director of PPML
Gordon Stothart is an independent consultant with over 35 years in the mining business. Up until
2022, he previously spent 14 years with IAMGOLD Corporation, originally as COO and later
moving to the position of President and CEO. Prior to IAMGOLD Corporation, Mr. Stothart worked
in the Noranda-Falconbridge-Xstrata organization for 21 years in a number of operational,
project, business development and management roles, includi ng spending nearly 10 years in
South America on large base metal operations and development projects. Mr. Stothart graduated
from the University of British Columbia in 1987 with a Double Major in Mining and Mineral Process
Engineering and later completed a Falconbridge-sponsored Executive Development Program at
the Universidad Católica de Santiago in Chile. Gord has been involved in several industry
associations and previously served as the Chair of the Mining Association of Canada (MAC) from
2019 to 2021. Mr. Stothart is also the current Chair of the non-profit St. Elizabeth Foundation with
a current focus on end-of-life care and in-community healthcare training and service partnerships
with several First Nations and Inuit communities in Canada.
Jeff Hussey, CEO of PPML
Jeff Hussey, PGeo., is currently the President and Chief Operating Officer of Osisko Metals, and
has over 35 years of professional experience in the mining industry. As a consultant, he assisted
junior mine development companies by offe ring exploration, mining and geo-metallurgical
support services, including Champion Iron Mines. He was with Noranda/Falconbridge for
nineteen years working at the Brunswick No. 12 mine, Gaspé Copper mines, the Antamina mine
start-up in Peru, as well as the Raglan mine in Northern Québec. As Senior Scientist with the
Mining Technology Group at the Noranda Technology Center in 2002, he enhanced his network
in the metallurgical research and mining innovation fields.
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Anthony Glavac, CFO of PPML
Anthony Glavac is currently the Chief Financial Officer of Osisko Metals, and has over 20 years
of experience in financial reporting, including over 12 years in the mining industry. Since 2018,
Mr. Glavac has also served as Chief Financial Officer for Falco Resources Ltd. and previously
served as Director, Financial Reporting and Internal Controls at Dynacor Gold Mines and Interim
Chief Financial Officer at Alderon Iron Ore Corp. In addition, Mr. Glavac spent 10 years at KPMG,
working with both public and private companies, providing audit, taxation, strategic advisory and
public offering services. Mr. Glavac is also invo lved with other public companies in the mining
industry.
Advisors
Maxit Capital LP acted as financial advisor to Osisko Metals and Bennett Jones LLP acted as
legal counsel to Osisko Metals.
McCarthy Tétrault LLP acted as legal counsel to Appian.
About Osisko Metals
Osisko Metals Incorporated is a Canadian exploration and development company creating value
in the critical metals space, specifically copper and zinc. The Company is a joint venture partner
with Appian for the advancement of one of Canada's premier past-producing zinc mining camps,
the Pine Point Project, located in the Northwes t Territories, for which the 2022 PEA (as defined
herein) has indicated an after-tax NPV of C$602 million and an IRR of 25%, based on long-term
zinc price of US$1.37/lb and the current mineral resource estimates that are amenable to open
pit and shallow underground mining. The current mineral resource estimate in the 2022 PEA
consists of 15.7Mt grading 5.55% ZnEq of indicated mineral resources and 47.2Mt grading 5.94%
ZnEq of inferred mineral resources. Please refer to the technical report entitled "Preliminary
Economic Assessment, Pine Point Project, Hay River, Northwest Territories, Canada" dated
August 26, 2022 (with an effective date of July 30, 2022), which has been prepared for Osisko
Metals an PPML by representatives of BBA Engineering Inc., Hydro-Resources Inc., PLR
Resources Inc. and WSP Canada Inc. (the " 2022 PEA"). Please refer to the full text of the 2022
PEA, a copy of which is available on SEDAR ( www.sedar.com) under Osisko Metals' issuer
profile, for the assumptions, methodologies, qualifications and limitations described therein. The
Pine Point Project is located on the south shore of Great Slave Lake in the Northwest Territories,
near infrastructure, paved highway access, and has an electrical substation as well as 100
kilometres of viable haulage roads already in place.
The Company is also has an agreement to acquire, from Glencore Canada Corporation, a 100%
interest in the past-producing Gaspé Copper Mine, located near Murdochville in the Gaspé
peninsula of Québec. The Company is currently focused on resource evaluation of the Mount
Copper Expansion Project that hosts an inferred mineral resource (in accordance with National
Instrument 43-101 – Standards of Disclosure for Mineral Projects ) of 456Mt grading 0.31% Cu
(see April 28, 2022 news release of Osisko Metals entitled "Osisko Metals Announces Maiden
Resource at Gaspé Copper – Inferred Resource of 456Mt Grading 0.31% Copper" ). Gaspé
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Copper hosts the largest undeveloped copper resource in Eastern North America, strategically
located near existing infrastructure in the mining-friendly province of Québec.
About Appian
Appian Capital Advisory LLP is a London-headquartered investment advisor to long-term value-
focused private equity funds that invest solely in mining and mining-related companies.
Appian is a leading investment advisor in the metals and mining industry, with global experience
across South America, North America, Europe, Australia and Africa and a successful track record
of supporting companies to achieve their devel opment targets, with a global operating portfolio
overseeing nearly 6,300 employees. Appian has a global team of 65 experienced professionals
with presences in London, Toronto, Vancouver, Lima, Belo Horizonte, Montreal, and Perth,
Mexico City and Dubai. The Appian team, through its private equity funds, has a long history of
successfully bringing mines through development and into production, having completed 8 mine
builds in the last 5 years.
For more information, please visit www.appiancapitaladvisory.com, or find us on LinkedIn,
Instagram and Twitter.
For further information on this news release, visit www.osiskometals.com or contact:
Robert Wares, Chairman & CEO of Osisko Metals Incorporated
(514) 861-4441
Email: [email protected]
www.osiskometals.com
Cautionary Statement on Forward-Looking Information
This news release contains "forward-looking inform ation" within the meaning of applicable Canadian
securities legislation based on expectations, estimates and projections as at the date of this news release.
Any statement that involves predictions, expectations, interpretations, beliefs, plans, projections, objectives,
assumptions, future events or performance are not st atements of historical fact and constitute forward-
looking information. This news release may contain forward-looking information pertaining to the Pine Point
Project, including, among other things, the results of the 2022 PEA and the IRR, NPV and estimated costs,
production, production rate and mine life; the expect ation that the Pine Point Project will be a robust
operation and profitable at a variety of prices and assumptions; the abilit y to identify additional resources
and reserves (if any) and exploit such resources and reserves on an economic basis; the expected high
quality of the Pine Point concentrate s; the potential impact of the Pine Point Project in the Northwest
Territories, including but not limited to the potential generation of tax revenue and contribution of jobs; the
Pine Point Project having the potential for mineral resource expansion and new discoveries; the timing and
ability for the Pine Point Project to r each construction decision (if at all( ; the estimated costs to take the
Pine Point Project to constr uction decision (if at all); the ability of the Company to realize the anticipated
benefits of the Transaction; and the impact to the Com pany of the disposition of ownership interest and
control in the Pine Point Project, which is a material property of the Company. There can be no certainty
on the timing, costs and ability for the joint venture parties to take the Pine Point Project to reach
construction decision or pursue planned exploration and development as presently contemplated.
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Forward-looking information is not a guarantee of future performance and is based upon a number of
estimates and assumptions of management, in light of management's experience and perception of trends,
current conditions and expected developments, as we ll as other factors that management believes to be
relevant and reasonable in the circumstances, including, without limitation, assumptions about: favourable
equity and debt capital markets; the ability and timing for the parties to fund cash calls to advance the
development of the Pine Point Project and pursue planne d exploration and development; future prices of
zinc and lead; the timing and results of exploration and drilling programs; the accuracy of mineral resource
estimates; production costs; operating conditions bei ng favourable; political an d regulatory stability; the
receipt of governmental and third party approvals; licenses and permits being received on favourable terms;
sustained labour stability; stability in financial and capital markets; availability of equipment; the economic
viability of the Pine Point Project; and positive relations with local groups. Forward-looking information
involves risks, uncertainties and other factors that could cause act ual events, results, performance,
prospects and opportunities to differ materially from those expressed or implied by such forward-looking
information. Factors that could cause actual result s to differ materially fr om such forward-looking
information are set out in the Company's public disclosure record on SEDAR (www.sedar.com) under
Osisko Metals' issuer profile. Although the Company believes that the assumptions and factors used in
preparing the forward-looking information in this news release are reasonable, undue reliance should not
be placed on such information, which only applies as of the date of this news release, and no assurance
can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any
intention or obligation to update or revise any forwar d- looking information, whether as a result of new
information, future events or otherwise, other than as required by law.
Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of
the Exchange) accept responsibility for the adequacy or accuracy of this news release. No stock
exchange, securities commission or other regulatory authority has approved or disapproved the
information contained herein.