Steppe Gold Shareholders Approve Boroo Gold Acquisition with 99% Support Ulaanbaatar, Mongolia --
Steppe Gold Shareholders Approve Boroo Gold Acquisition with 99%
Support
Ulaanbaatar, Mongolia
--
(Newsfile Corp.
-
July 2, 2024)
-
Steppe Gold Ltd. (TSX: STGO) (OTCQX: STPGF) (FSE: 2J9)
("
Steppe
Gold
" or the "
Company
") is pleased to provide an update on the pending transaction to acquire all of the
issued and outstanding common shares of Boroo Gold LLC ("
Boroo Gold
").
Shareholders of the Company overwhelmingly approved the acquisition of Boroo Gold pursuant to the share
exchange agreement dated April 11, 2024 (the "
Share Exchange Agreement
") and the sale of the Tres Cruces
Oxide Project to Boroo Singapore, pursuant to the share purchase agreements dated April 11, 2024 (the "
Share
Purchase Agreements
"), for approximately CAD$12 million in cash (collectively, the "
Transaction
") at the annual
general and special meeting of shareholders held on June 24, 2024 (the "
Meeting
").
Upon completion of the Transaction, Steppe Gold will be the largest primary gold producer in Mongolia.
The all
-
share deal pursuant to the Share Exchange Agreement, combines Steppe Gold's ATO Gold Mine with the
established Boroo Gold mine, with total production expected to reach over 150,000 ounces of gold annually by
2026.
The Transaction is subject to customary closing conditions, including receipt of certain regulatory approvals,
including the approvals of the Toronto Stock Exchange and applicable Mongolian authorities. The Transaction is
expected to close on or about July
16, 2024.
The Transaction is expected to deliver several benefits to Steppe Gold:
Increased Production:
Combined gold output is projected to surpass 150,000 oz annually by 2026. Boroo
Gold brings substantial production to the table, with an estimated 431,000 ounces of gold expected
between 2024 to 2031, with a projected average annual production of approxim
ately 60,000 oz in 2024,
2025 and 2026.
Financial Boost:
Immediate and strong cash flows to Steppe Gold. In 2023, Boroo Gold had revenue of
US$132 million on production of 67,315 oz of gold, at an average achieved gold price of $1,957 per ounce.
2024 production is expected to be at a similar level to 2023.
Cost Savings:
The combined entity is expected to see cost reductions through bulk purchasing and lower
administrative expenses.
Exploration Potential:
The Transaction expands Steppe Gold's exploration opportunities near its existing
mines, offering promising opportunities for future discoveries.
Stronger Focus:
By divesting the Tres Cruces Project, Steppe Gold can concentrate its resources on its
Mongolian assets.
The Company is also pleased to announce the positive results of the Meeting. Complete voting results are
available under the Company's profile on SEDAR+ at
www.sedarplus.ca
.
Approval of the Transaction
Voting results for the resolution approving the Transaction are as follows:
For
%
Against
%
52,838,211
98.741%
673,982
1.259%
"We are incredibly pleased with the overwhelming shareholder support for our proposed Transaction," said Bataa
Tumur
-
Ochir, Chairman and CEO of Steppe Gold.
"This deal positions Steppe Gold to become a major force in the fast
-
growing Mongolian gold sector. Upon
completion of the Transaction, we will be a multi
-
asset producer with robust cash flow, exciting exploration
prospects, and a team of talented professi
onals poised to propel our continued growth. Importantly, this
Transaction increases our optionality for the financing for the ATO Gold Mine Phase 2 expansion and potential
future acquisitions throughout Mongolia."
Qualified Persons
The technical content of this news release regarding Steppe Gold has been reviewed and validated by Enkhtuvshin
Khishigsuren, PEng., a "Qualified Person" as that term is defined in National Instrument 43
-
101
-
Standards of
Disclosure for Mineral Projects
.
Technical Reports
Additional information with respect to Steppe Gold's Altan Tsagaan Ovoo Project, including its AuEq resource
base, is contained in the technical report of Steppe Gold dated November 6, 2022 and entitled "Altan Tsagaan
Ovoo Project (ATO) 2022 Mineral Resour
ces & Reserves Report (NI 43
-
101)". A copy of said report can be obtained
from SEDAR+ at
www.sedarplus.ca
.
Further information with respect to the Tres Cruces Project is contained in the technical report of Steppe Gold,
dated August 21, 2023 and entitled "Form 43
-
101F1 Technical Report Preliminary Economic Assessment". A copy
of said report can be obtained from
SEDAR+ at
www.sedarplus.ca
.
Steppe Gold Ltd.
Steppe Gold is Mongolia's premier precious metals company.
For Further information, please contact:
Bataa Tumur
-
Ochir, Chairman and CEO
Jeremy South, Senior Vice President and Chief Financial Officer
Shangri
-
La office, Suite 1201, Olympic Street
19A, Sukhbaatar District 1,
Ulaanbaatar 14241, Mongolia
Tel: +976 7732 1914
Forward
-
Looking Statements
This news release includes certain statements that constitute "forward
-
looking statements" and "forward
-
looking
information" within the meaning of applicable securities laws (collectively, "forward
-
looking statements"). These
include statements regarding S
teppe Gold's intent, or the beliefs or current expectations for Steppe Gold's growth,
production and valuation post
-
closing of the Transaction and future market conditions for metals.
When used in this news release, words such as "anticipated", "expected", "estimated", "future", "forecast",
"likely", "opportunity", "ongoing", "potential", "planned", "projected", "proposed", "vision" and similar expressions
are intended to identify these
forward
-
looking statements as well as phrases or statements that certain actions,
events or results "could", "may", "should", "will", or "would" occur or the negative connotation of such terms.
As well, forward
-
looking statements may relate to Steppe Gold's future outlook and anticipated events, such as
the consummation and timing of the Transaction; the satisfaction of the conditions precedents of the Transaction;
the anticipated benefits of the
Transaction; the potential for value creation to Steppe Gold's shareholders; the
anticipated timing of the closing of the Transaction; the timing and anticipated receipt of required regulatory
approvals for the Transaction; anticipated gold production of Boroo Gold and combined gold production of Steppe
Gold; the anticipated cash flow of Steppe Gold; potential liquidity from the sale of the Tres Cruces Project; and
discussion of future plans, projections, objectives, estimates and forecasts and the timing related thereto.
These forward-looking statements involve numerous risks and uncertainties, including those relating to: regulatory
and stock exchange approvals; approvals from applicable Mongolian authorities; exercise of any termination
rights under the Share Exchange Agreement or the Share Purchase Agreements; meeting other conditions
precedent to each of the Share Exchange Agreement and the Share Purchase Agreements; material adverse
effects on the business, properties and assets of Steppe Gold or Boroo Gold; discrepancies between actual and
estimated production and test results, mineral reserves and resources and metallurgical recoveries; and such
other risk factors detailed from time to time in Steppe Gold's public disclosure documents, including, without
limitation, those risks identified in Steppe Gold's annual information form for the year ended December 31, 2023,
which is available on SEDAR+ at www.sedarplus.ca.
Forward-looking statements are based on information available at the time those statements are made and/or
management's good faith belief as of that time with respect to future events and are subject to risks and
uncertainties that could cause actual performance or results to differ materially from those expressed in or
suggested by such forward-looking statements. Forward-looking statements speak only as of the date those
statements are made. Except as required by applicable law, Steppe Gold assumes no obligation to update or to
publicly announce the results of any change to any forward-looking statement contained or incorporated by
reference herein to reflect actual results, future events or developments, changes in assumptions or changes in
other factors affecting the forward-looking statements. If Steppe Gold updates any one or more forward-looking
statements, no inference should be drawn that the company will make additional updates with respect to those or
other forward-looking statements. All forward-looking statements contained in this news release are expressly
qualified in their entirety by this cautionary statement.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/215214