TMAC Acquiring Hope Bay Property From Newmont

 

TORONTO - TMAC Resources Inc. reported the signing of a definitive acquisition agreement with Hope Bay Mining Ltd., a subsidiary of Newmont Mining Corporation to acquire 100% of Newmont's Hope Bay Property located in Nunavut, Canada. The closing of the transaction is subject to certain conditions, including the completion of a private placement of TMAC equities and the receipt of all required regulatory and third party approvals. The Company has initiated the financing and will be meeting with potential investors.

TMAC is a privately held exploration and development company lead by former senior executives of FNX Mining Company Inc. Terry MacGibbon, former CEO and Chairman of FNX and co-founder and Chairman of Torex Gold Resources Inc., is the Company's founder and Executive Chairman.

A summary of the Acquisition Agreement's terms include: The completion of the Private Placement of at least $30 million of TMAC equities; The Company's ownership prior to the completion of the Private Placement will be Newmont 80% and TMAC management 20%; Post the Company's Initial Public Offering, planned for mid-2013, TMAC management's ownership in excess of 6.3% will be held in escrow until one of the following performance milestones are met: commercial production is achieved, a new significant discovery is made or the IPO capital market capitalization is doubled; Newmont will retain a 1% NSR on future production from the Hope Bay Property but will not receive any upfront cash payments; $300 million of tax attributes will be retained by TMAC for application against future mining production revenues generated from the Hope Bay Property; TMAC Board will have a majority of independent directors. Newmont has the right to nominate two directors, subject to a 20% minimum ownership threshold; TMAC management and Newmont are subject to an 18 month lock-up post the completion of the planned IPO.

Proceeds of the financing will be used to: open the Hope Bay camps; build ice landing strips; fly in underground and surface drills; initiate underground and surface drill exploration programs; transport the mill and associated equipment currently located in Durban, South Africa, Pennsylvania, USA and Lachine, Quebec to the Hope Bay site.

We are pleased to have concluded the Acquisition Agreement as we believe that TMAC is the right partner to improve prospects for near-term development of the Hope Bay Project, said Randy Engel, Executive Vice President, Strategic Development of Newmont. TMAC's management team has a proven track record of developing projects with similar characteristics, both profitably and responsibly, while maximizing value for shareholders and other stakeholders. We look forward to developing a strong, long-term partnership as a significant shareholder of TMAC."