Sandstorm Acquires Multiple Cash-Flowing Stream & Royalty Assets for $138 Million - ACQUISITION
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ACQUISITION J U LY 2 0 2 1 Sandstorm Acquires Multiple Cash-Flowing Stream & Royalty Assets for $138 Million A B R I GHTER WAY TO IN VEST IN GOL D TM
C AU T I O N A RY N OT E R E G A R D I N G F O R WA R D - LO O K I N G I N F O R M AT I O N A N D N O N - I F R S M E A S U R E S Except for the statements of historical fact contained herein, the information presented constitutes “forward-looking statements”, within the meaning of the U.S. Securities Act of 1933, the U.S. Securities Exchange Act of 1934, the Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation, concerning the business, operations and financial performance and condition of Sandstorm Gold Ltd. (“Sandstorm” or the “Company”). Forward-looking statements include, but are not limited to, the expectation that various closing conditions of the VGML Stream will be met including but not limited to consent of the Reserve Bank of Fiji, approval from the majority of Zhongrun’s shareholders in attendance at a special shareholders’ meeting to approve the transaction, consent from the Minister of Lands and Mineral Resources, consent from the Fiji Director of Mines., the expectation that the VGML Stream will close, the expectation that the closing of the VGML Stream will occur in 4–6 weeks, the estimation that the Royalties will contribute US$12–$15 million in revenue over the next five years, the estimation that the Vale Royalties will contribute US $11–$12 million in revenue in 2021, expectations that VGML Stream deliveries will grow from 2,280 ounces per year in the first 24 months to 5,430 per year for the remainder of the Fixed Delivery Period, the expectation that there is significant growth potential at the Vatukoula Mine, VGML’s plans to expand underground operations at the Vatukoula Mine and use of proceeds from the VGML Stream, expectations of percentage of Sandstorm’s long-term revenue attributable to iron-ore, expectations regarding increases in production capacity at Vale’s Northern System and Southern System, mine life expectations for the Serra Norte and Serra Sul mining complexes, expectations for timing of the Southern System contributing to the Vale Production Royalties, statements regarding performance and expectations and Sandstorm’s 2021 guidance and outlook are based on public forecasts and other disclosure by the third-party owners and operators of our assets or on our assessment thereof including certain estimates based on such information, the future price of gold, silver, copper, iron ore and other metals, the estimation of mineral reserves and resources, realization of mineral reserve estimates, the timing and amount of estimated future production, including the increases to production guidance, the offer and sale of Common Shares under the at-the-market equity program (the “ATM Program”), including the timing and amounts thereof, the use of any proceeds from the ATM Program, and statements with respect to Sandstorm’s proposed NCIB and the number of Common Shares that may be purchased under the normal course issuer bid. Forward-looking statements are made based upon certain assumptions and other important factors that, if untrue, could cause the actual results, performances, or achievements of Sandstorm to be materially different from future results, performances or achievements expressed or implied by such statements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which Sandstorm will operate in the future , including the receipt of all required approvals, the price of gold and anticipated costs. Certain important factors that could cause actual results, performances or achievements to differ materially from those in the forward- looking statements include, amongst others, failure to receive necessary approvals, changes in business plans and strategies, market conditions, share price, best use of available cash, gold and other commodity price volatility, discrepancies between actual and estimated production, mineral reserves and resources and metallurgical recoveries, mining operational and development risks relating to the parties which produce the gold Sandstorm will purchase, regulatory restrictions, activities by governmental authorities (including changes in taxation), currency fluctuations, the global economic climate, dilution, share price volatility and competition. Forward-looking statements are subject to known and unknown risks, uncertainties and other important factors that may cause the actual results, level of activity, performance or achievements of Sandstorm to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: the impact of general business and economic conditions, the absence of control over mining operations from which Sandstorm will purchase gold, other commodities or receive royalties from, and risks related to those mining operations, including risks related to international operations, government and environmental regulation, actual results of current exploration activities, conclusions of economic evaluations and changes in project parameters as plans continue to be refined, risks in the marketability of minerals, fluctuations in the price of gold and other commodities, fluctuation in foreign exchange rates and interest rates, stock market volatility, as well as those factors discussed in the section entitled “Risks to Sandstorm” in Sandstorm’s annual report for the financial year ended December 31, 2020 and the Company’s annual information form dated March 30, 2021 available at www.sedar.com. Although Sandstorm has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Sandstorm does not undertake to update any forward-looking statements that are contained or incorporated by reference, except in accordance with applicable securities laws. Sandstorm has included certain performance measures in this presentation that do not have any standardized meaning prescribed by International Financial Reporting Standards (IFRS) including average cash cost per attributable gold equivalent ounce, average realized gold price per attributable ounce, cash operating margin, cash flows from operating activities excluding changes in non-cash working capital, and all-in sustaining cost per gold ounce on a co-product basis. Average cash cost per attributable gold equivalent ounce is calculated by dividing the Company’s cost of sales, excluding depletion by the number of attributable gold equivalent ounces sold. The Company presents average cash cost per ounce as it believes that certain investors use this information to evaluate the Company’s performance in comparison to other streaming companies in the precious metals mining industry who present results on a similar basis. Average realized gold price per attributable ounce is calculated by dividing the Company’s revenue by the number of Attributable Gold Equivalent ounces sold. The Company presents average realized gold price per attributable ounce as it believes that certain investors use this information to evaluate the Company’s performance in comparison to other streaming companies in the precious metals mining industry that present results on a similar basis. Cash operating margin is calculated by subtracting the average cash cost per attributable gold equivalent ounce from the average realized selling price per attributable gold equivalent ounce. The Company presents cash operating margin as it believes that certain investors use this information to evaluate the Company’s performance in comparison to other companies in the precious metals mining industry who present results on a similar basis. The Company has also used the non-IFRS measure of cash flows from operating activities excluding changes in non-cash working capital. This measure is calculated by adding back the decrease or subtracting the increase in changes in non-cash working capital to or from cash provided by (used in) operating activities. The Company presents cash flows from operating activities excluding changes in non-cash working capital as it believes that certain investors use this information to evaluate the Company’s performance in comparison to other streaming companies in the precious metals mining industry that present results on a similar basis. The Company presents all-in sustaining cost per gold ounce on a co-product basis and all-in sustaining cost per gold ounces on a by-product basis, as it believes that certain investors use this information to evaluate the Company’s performance in comparison to other companies in the precious metals mining industry that present results on a similar basis. Sandstorm has included attributable gold equivalent ounces as a performance measure in this press release which does not have any standardized meaning prescribed by International Financial Reporting Standards (IFRS).The Company’s royalty and other commodity stream revenue is converted to an attributable gold equivalent ounce basis by dividing the royalty and other commodity stream revenue for that period by the average realized gold price per ounce from the Company’s gold streams for the same respective period. These attributable gold equivalent ounces when combined with the gold ounces sold from the Company’s gold streams equal total attributable gold equivalent ounces sold and may be subject to change. The presentation of this non-IFRS measure is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Other companies may calculate these non-IFRS measures differently. Note these figures have not been audited and are subject to change. ACQUISITION Cover Photo by José Rodrigo Zermiani / Agência Vale 02
ASSET SPOTLIGHT Vatukoula 01 26koz FIXED GOLD DELIVERIES OVER SIX YEARS, FOLLOWED Stream & Royalty BY VARIABLE STREAM Vatukoula Gold Mines PTE Ltd. 02 STRONG HISTORICAL GOLD PRODUCTION OF 7+Moz 03 SIGNIFICANT EXPLORATION UPSIDE POTENTIAL PURCHASE PRICE US$30M ACQUISITION 03
VATUKOULA STREAM & ROYALTY Vatukoula Gold Mine Immediate Gold Deliveries STREAM & ROYALTY TERMS Fixed Gold Deliveries of 25,920 oz over initial 6-year VATUKOULA CLAIM MAP period with ongoing payment of 20% of spot price1 Sandstorm Stream 2.9% Gold Stream thereafter with ongoing payment 5 km AOI of 20% of spot price1 Sandstorm Royalty 1.0% NSR on VGML’s interest in certain prospecting 5 km AOI licenses2 5 km 1 Stream delivery rate of 2.9% for first 100koz Au produced in a calendar year, 2.55% for the volume of production above 100koz. 2 VGML currently holds a 45% interest in these licenses, for an effective 0.45% NSR on a 195 km2 land package. Any production within both the royalty and stream AOI will be subject only to the stream. ACQUISITION 04
ASSET SPOTLIGHT Vale Royalty 01 ESTIMATED 2021 ANNUAL REVENUE OF $11–12 MILLION 1 Package 02 ASSET DIVERSIFICATION Vale S.A. 03 30 + YEAR MINE LIFE FROM FIRST COST QUARTILE ASSETS 04 AVERAGE ANNUAL LONG-TERM REVENUE OF $6.5 MILLION (AT $75/t) NET PURCHASE PRICE US$108M José Rodrigo Zermiani / Agência Vale ACQUISITION 1 Based on consensus iron ore prices and Vale 2021 production guidance. 05
VALE ROYALTY PACKAGE Northern Total Royalty System Land Package of 15,564 km Serra Sul (S11D Mine) Serra Norte 2 Serra Leste ROYALTY TERMS Sossego 0.04% net sales royalty on iron ore sales from: Brazil Northern System Portion of Southeastern System Southeastern (after threshold is met, expected in 2024) System 0.03% net sales royalty on the copper-gold Itabira Sossego mine Minas Centrais Mariana 0.02–0.06% net sales royalty on certain other assets ACQUISITION 06
VALE ROYALTY PACKAGE First Cost Quartile Operator Production Cost Quartile (%) 125 25% 50% 75% 100% Vale is the world's largest iron Total Cash Cost ($/dmt) 100 ore producer, comprising the majority of the first cost quartile. 75 50 2021 PRODUCTION BY TOTAL CASH COST 25 Vale 0 Source: S&P Global Market Intelligence. Total Cash Cost (CFR), Consolidated Iron Products Production. ACQUISITION 07
PORTFOLIO IMPACT Future Gold 130 125 Production1 (ounces in 000’s) 70 80 65 Vale + Vatukoula 14% 2021 Increase 20 22 20 20 20 20 21 23 24 25 1 Gold equivalent production and other related contractual cash flows. ACQUISITION 08
PORTFOLIO IMPACT SANDSTORM 67% Lowest WHEATON 36% FRANCO-NEVADA 29% Cost Mines ALL IN SUSTAINING COST PROFILE OSISKO (TOP 10 ASSETS BY QUARTILE) 20% 1st Quartile 2nd Quartile 3rd Quartile 4th Quartile ROYAL GOLD 13% Source: BMO Capital Markets Equity Research at street consensus pricing, S&P Global Market Intelligence, Wood Mackenzie. Weighted by BMO Capital Markets Equity Research model NPV estimates at street consensus pricing and excludes oil & gas and diamond assets. ACQUISITION 09
PORTFOLIO IMPACT Diversified Portfolio 60% 68% 69% 69% 72% MINERAL PROPERTY VALUE CONTRIBUTION Top 5 Assets Assets 6–10 Other FRANCO-NEVADA OSISKO SANDSTORM ROYAL GOLD WHEATON Source: BMO Capital Markets Equity Research asset NPV estimates. ACQUISITION 10
PORTFOLIO IMPACT Precious Metals Focused 80%+ of Sandstorm’s long-term revenue will be derived from precious metals. SANDSTORM ESTIMATED REVENUE BY METAL Precious Metals Copper Iron Ore Other 2021 2024 Price Assumptions: $1,800/oz Au; $22/oz Ag; $3/lb Cu; $145/t Fe (2021), $75/t Fe (2024) ACQUISITION 11
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