Battle North Gold Signs Commitment Letter for a US$40 Million Credit Facility to Fully Fund the Development of the Bateman Gold Project

December 22, 2020

Source: PR Newswire

Battle North Gold Corporation (TSX: BNAU) (OTCQX: BNAUF) ("Battle North" or the "Company") is pleased to announce that it has executed a binding commitment letter (the "Commitment Letter") with Macquarie Bank Limited ("Macquarie") for a senior secured term loan facility of US$40 million ("Credit Facility") to be used to fund the construction of the 100%-owned, shovel-ready Bateman Gold Project (the "Project")[1] in Red Lake, Ontario, Canada. The proceeds of the Credit Facility, together with cash currently on the Company's balance sheet, is expected to fully fund the Project to Commercial Production.

Macquarie has completed the necessary credit approval process to issue the Commitment Letter.  However, the Credit Facility remains subject to certain customary conditions precedent and to negotiation and execution of customary definitive documentation, including a credit agreement and related security documents, which the Company and Macquarie anticipate will be completed by end of the first quarter of 2021.

The Company's Board of Directors has granted preliminary approval for certain critical-path Initial Capital expenditures (including portal construction and ramp development from surface, ammonia treatment plant construction, tailings management facility upgrades, and camp upgrades) not to exceed C$13 million of the C$109 million Initial Capital cost of the Project1. Full development of the Project, including the balance of the Initial Capital cost of the Project, remains subject to further approval of the Company's Board of Directors following completion of the Credit Facility.

On or about December 24, 2020, the Company plans to fully repay its existing approximate C$15 million Loan Facility with Sprott Private Resource Lending (Collector), L.P. ("Sprott Loan Facility")

CEO Comment

Battle North President and Chief Executive Officer George Ogilvie, P.Eng., stated, "Today's announcement is a major milestone for the Company and for the community of Red Lake. The Credit Facility, along with our existing cash balance, are expected to provide us with all the funding we require to complete the construction of the Bateman Gold Project. We believe 2021 will be a transformational year for the Company as we look, subject to Board approval, to complete construction and realize first production from the Bateman Gold Mine1.  Along with our Red Lake Regional Exploration and String of Pearls drilling programs throughout 2021, it should make for an exciting year."

"The Company is pleased to welcome Macquarie, a recognized global project finance bank in the mining sector as one of its key stakeholders.  We would also like to thank our advisors, Cutfield Freeman & Co. (Financial Advisor) and Cassels Brock & Blackwell LLP (Legal Counsel), for their valuable input throughout this process."

Macquarie Credit Facility

Per the Commitment Letter, key terms and conditions of the Credit Facility include:

Facility Amount: US$40 million.

Term: 5 years, ending March 31, 2026.

Mandatory Equity Contribution: Prior to any drawdown above the first US$5 million, the Company will have to spend C$50 million on the Project (excluding any Corporate and/or exploration costs).

Repayment Schedule: Quarterly, beginning March 31, 2023, which includes a 24-month grace period until Project Completion2.

Annual Interest Rate:

  • Before Project Completion: US$ LIBOR + 5.25%.
  • After Project Completion: US$ LIBOR + 4.25%.
  • US$ 3-Month LIBOR rate is currently 0.24% (as at December 18, 2020).

Fees:

  • Arranging Fee 2.00%.
  • Commitment Fee 1.50% per annum on the Facility Amount that is committed and remains undrawn.
  • 2.5 million warrants for the purchase of Battle North common shares with an exercise price at a 30% premium to the 5-day VWAP as of December 21, 2020 and a term of two years, subject to customary regulatory approval.

Gold Hedge: 45,000 ounces over the Life of the Mine based on market rates with a minimum achieved gold price of US$1,750/oz maturing pro rata to the repayment schedule. The Company has the ability to reduce the hedge book on a pro rata basis if voluntary prepayments on the Credit Facility are made.

Voluntary Prepayment: The Credit Facility can be prepaid, in whole or in part, at any time during its term, without penalty, subject to customary associated costs.

The Credit Facility is subject to additional terms and conditions and the execution of definitive documentation which the parties expect to occur by end of the first quarter of 2021.

Repayment of the Sprott Loan Facility

On or about December 24, 2020, Battle North intends to repay the entire outstanding principal, accrued interest and interest premium outstanding under the Sprott Loan Facility, resulting in a cash outlay of approximately C$15.0 million.

Advisors

In connection with the Credit Facility, Battle North received independent advisory from Cutfield Freeman & Co. and Cassels Brock & Blackwell LLP acted as legal counsel.

About Battle North Gold Minerals Corporation

Battle North is a Canadian gold mine developer led by an accomplished management team with successful underground gold mine operations, finance, and capital markets experience. Battle North owns the significantly de-risked and shovel-ready Bateman Gold Project, located in the renowned Red Lake gold district in Ontario, Canada and controls the strategic and second largest exploration ground in the district. Battle North also owns a large gold exploration land package on the Long Canyon gold trend near the Nevada-Utah border in the United States. Battle North's shares are listed on the Toronto Stock Exchange (BNAU) and the OTCQX markets (BNAUF). For more information, please visit our website at www.battlenorthgold.com.

BATTLE NORTH GOLD CORPORATION

George Ogilvie, P.Eng.
President, CEO, and Director

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1
For more information on the Project, including capital requirements and production profile, see the Technical Report for the Project dated December 1, 2020 (the "Project Technical Report"), available under the Company's profile at www.sedar.com and on its website at www.battlenorthgold.com.

2
Project Completion will be confirmed by an Independent Engineer and will certify certain criteria including:

  • Ore Reserve Model is reconciling > 85% on tonnes, grade, and ounces
  • Average Ore mining and processing rate >900 tpd over 90 consecutive days
  • Total gold production >12,000 ounces over 90 consecutive days
  • Operating costs < 120% of forecast

 

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