MONTAGE GOLD SECURES US$825 MILLION FINANCING PACKAGE FOR THE CONSTRUCTION OF ITS KONÉ PROJECT IN CÔTE D’IVOIRE

HIGHLIGHTS: 

• US$825m financing bundle fasten from strategic companions Wheaton Valuable Metals and Zijin Mining to capitaltreasury the develop of the Koné venture in Côte d’Ivoire, expanding Montage’s liquidity resources to US$968m inclusive of money available
• Wheaton Valuable Metals to serve a US$625m gold current and a US$75m mortgage facility
  • Montage keeps important exploration upside because the current is restricted to the Koné and Gbongogo deposits plus a 500-meter boundary and an expanded segment of pastime till sure dropdown thresholds are met
  • Montage can drop the current deliveries to zero by means of supplementing scheduled deliveries with oz. constructed from outdoor of the Koné and Gbongogo deposits, following the supply of an correct minimal selection of oz.
  • Montage can boost up its deleveraging with flexibility in order in abundance of its minimal required constancy
  • Montage participates within the upside within the gold worth because the manufacturing fee is in line with a gold worth sliding scale for the primary 5 years, with a minimal switch worth of 20% at a gold worth above US$2,100/ounces
• Strategic shareholder, Zijin Mining, demonstrates additional aid for the development of the Koné venture by means of offering Montage with US$125m of investment resources made out of:  
  • US$50m mortgage facility with a 9-year tenure with an annual rate of interest of SOFR + 4%, a 3-year drawdown availability length, and refuse in advance charges nor loyalty charges
  • US$75m totally redeemable subordinated gold current, with the primary and 2d buyback choice dates expected to happen on the finish of 2029 and 2030, respectively

VANCOUVER, BC, Oct. 23, 2024 /PRNewswire/ – Montage Gold Corp. (“Montage” or the “Company”) (TSXV: MAU) (OTCQX: MAUTF) is happy to announce that it has entered into ultimate documentation with each Wheaton Valuable Metals World Ltd. (a completely owned subsidiary of Wheaton Valuable Metals Corp., at the side of its associates, “Wheaton”) and Zijin Mining Staff Co. Ltd. (thru its subsidiary and non-operating section, at the side of its associates, “Zijin”) with recognize to an mixture US$825 million financing bundle to capitaltreasury the advance of its flagship Koné venture in Côte d’Ivoire, which is about to turn into West-Africa’s after sizeable, long-life, low production-cost gold mine.

The financing bundle is easily aligned with Montage’s objective of acquiring important monetary and strategic flexibility era minimizing fairness dilution. The financing bundle will increase Montage’s liquidity resources to US$968 million, inclusive of its US$143 million money place as at September 30, 2024, and is made out of refer to tools:

• US$625 million gold current equipped by means of Wheaton (the “Wheaton Stream”)
• US$75 million senior fasten mortgage facility equipped by means of Wheaton (the “Wheaton Loan Facility”)
• US$75 million totally redeemable subordinated gold current equipped by means of Zijin (the “Zijin Stream” and at the side of the Wheaton Tide, the “Streams”)
• US$50 million senior fasten mortgage facility equipped by means of Zijin (the “Zijin Loan Facility”, and at the side of the Wheaton Mortgage Facility, the “Loan Facilities”)

Martino De Ciccio, CEO of Montage, commented: “Today’s announced US$825 million funding package for the construction of our flagship Koné project in Côte d’Ivoire provides significant funding headroom, ahead of launching our construction, as it increases our liquidity sources to approximately US$970 million. Moreover, it is the culmination of an exhaustive financing process which generated strong interest given the high-quality nature of our project coupled with management’s proven construction track record.

This funding package is well aligned with our goal of pursuing the optimal financing solution which maximizes key valuation per share metrics, by considering both the cost of capital and equity dilution, alongside other important considerations such as retaining exploration upside and maintaining significant strategic, financial, and operating flexibility.

Furthermore, we are extremely pleased to have concluded our financing through the formation of strategic partnerships with both Wheaton and Zijin who share our vision of creating a premier African gold producer. With the financing milestone now achieved, we look forward to soon launching the construction of our Koné project, which is set to become West-Africa’s next sizable, long-life, low production-cost gold mine, and poised to unlock value for all stakeholders.”

Randy Smallwood, President and CEO of Wheaton Valuable Metals Corp. commented: “With essential permits in place coupled with its impressive scale, we believe the Koné Project stands out as one of the premier gold assets in Africa and we are very pleased to partner with Montage to deliver a full financing package for its development. Supported by strong shareholder backing from the Lundin Group and Zijin Mining, the Koné Project is expected to significantly boost Wheaton’s near-term annual gold production and further strengthen our peer-leading growth trajectory. We look forward to collaborating with Montage’s outstanding team, whose extensive experience in West Africa had driven remarkable progress in de-risking the project and advancing it towards construction.”

FINANCING PACKAGE DETAILS
$625m Gold Tide from Wheaton Valuable Metals
Prematurely Attention: Wheaton can pay Montage a complete in advance money attention of US$625 million in 4 equivalent installment bills all over building, topic to sure commonplace situations.

Streamed Steel Proportion: Below the word, Wheaton will acquire 19.5% of the payable gold from the Core Branch of Hobby till 400,000 oz. of gold (the “First Dropdown Threshold”) has been delivered, thereafter shedding to ten.8% of the payable gold from the Core Branch of Hobby till an supplementary 130,000 oz. of gold (the “Second Dropdown Threshold”) has been delivered, at which level the Wheaton Tide shall be lowered to five.4% of the payable gold from the Core Branch of Hobby for the lifestyles of the mine. In accordance with a current crediting mechanism, Montage can on the other hand drop the Wheaton Tide deliveries to zero following the 2nd Dropdown Threshold if payable gold relatively anticipated to be delivered from the Core Branch of Hobby has been in the past delivered underneath the current from farmlands outdoor the Core Branch of Hobby. Moreover, Montage can boost up its deleveraging with flexibility in order in abundance of its minimal required constancy. Payable gold is calculated the use of a hard and fast payable issue of 99.9%.  

Core Branch of Hobby: The Koné and Gbongogo deposits, in line with a US$2,500/ounces pit-shell, plus a 500-meter boundary as proven in Determine 1 under, to effect Montage preserving important exploration upside as greater than 50 exploration goals were known at the quality.

Ore from inside a 100km expanded segment of pastime shall be topic to the current if that ore is processed on the Koné mineral processing facility, till such future following the 2nd Dropdown Threshold that oz. won underneath the current from the expanded segment of pastime is the same as the too much oz. from the Core Branch of Hobby, at which level the current share shall be lowered to zero. If at any level then that the too much oz. from the Core Branch of Hobby exceed the oz. won from the Expanded Branch of Hobby, Wheaton will proceed receiving 5.4% of payable gold from the Core Branch of Hobby, for the too much lifestyles of mine.

Manufacturing Bills: To deliver for Montage to take part within the gold worth upside, there shall be a value adjustment mechanism in playground, for the primary 5 years then the signing of the dear metals acquire word, as described under, and afterwards Wheaton will manufacture ongoing bills for the gold oz. delivered equivalent to twenty% of the spot worth of gold.

• <$1,800: 20% of $2,100 much less 25% of the residue between $2,100 and $1,800, much less 30% of the residue between $1,800 and the spot worth of gold;
• $1,800–$2,100: 20% of $2,100, much less 25% of the residue between $2,100 and see worth of gold;
• $2,100–$2,700: 20% of the spot worth of gold;
• $2,700–$3,000: 20% of $2,700, plus 25% of the residue between the latest spot worth of gold and $2,700; or
• >$3,000: 20% of $2,700, plus 25% of the residue between $3,000 and $2,700, plus 30% of the residue between the latest spot worth of gold and $3,000.

Alternative Issues:

• Montage is anticipated to conform in all subject matter recognizes with the World Finance Company’s Efficiency Requirements on Environmental and Social Sustainability, the World Business Same old on Tailings Control, and WPMI’s Spouse/Provider Code of Behavior, which outlines Wheaton’s expectancies in regard to environmental, social and governance (“ESG”) issues.
• The Wheaton Tide will come with a commonplace finishing touch check in line with anticipated gold manufacturing and anticipated mining charges.
• Within the match of a transformation of keep an eye on previous to the sooner completion and December 31, 2026, Montage could have an strategy to buyback one 3rd of the Wheaton Tide.
• Wheaton has additionally received a proper of first refusal on any time treasured metals streams, royalty, prepay or indistinguishable transactions at the Koné Challenge for a 5-year length, which shall be restricted to the Branch of Hobby thereafter.
• Disagree responsibilities for Montage to go into right into a hedging programme.

$75m Absolutely Redeemable Subordinated Gold Tide from Zijin
Prematurely Attention: Prematurely money attention of US$75 million to be drawn by means of Montage all over the 24-month availability length. The proceeds shall be allotted to barricade venture prices, running capital necessities, exploration and financing charges for the advance, building and operation of the Koné venture.

Branch of Hobby: The Koné and Gbongogo deposits, in line with a US$2,500/ounces pit-shell, plus a 500-meter boundary.

Streamed Steel Proportion: Zijin will obtain 3.1% of the payable gold from the Koné venture till 54,000 oz. of gold has been delivered (the “Drop Down Threshold”), then which Zijin will obtain 1.3% of gold manufacturing for the too much lifestyles of the mine, except the Zijin Tide is redeemed consistent with the purchase again phrases summarized under and as additional specified within the Zijin Tide word.

The Zijin Tide is totally redeemable underneath refer to purchase again choices:

First Purchase Again Choice: on the then of (i) December 31, 2029, (ii) 30 months from secure atmosphere manufacturing, and (iii) supply of an mixture quantity of 31,750 oz. of gold, Montage might pay to Zijin a money attention of no less than US$23 million plus an supplementary quantity, if required, to serve to Zijin a ten% IRR (in line with a US$2,000/ounces gold worth) wherein:

• The current share is lowered by means of 50% (from 3.1% to one.55% and from 1.3% to 0.65%, respectively); and
• The Let fall I’m sick Threshold is lowered to 42,750 oz. of gold.

2nd Purchase Again Choice: on the then of (i) December 31, 2030, (ii) 42 months from secure atmosphere manufacturing, and (iii) supply of an mixture quantity of 36,500 oz. of gold (or an mixture quantity of 40,700 oz. of gold if the primary purchase again isn’t exercised previous to the second one purchase again), Montage might pay to Zijin a money attention of no less than US$30 million plus an supplementary quantity, if required, to serve to Zijin a ten% IRR (in line with a US$2,000/ounces gold worth), wherein the Zijin Tide shall be terminated.

Manufacturing Bills: Zijin will manufacture ongoing bills for the gold oz. delivered equivalent to twenty% of the appropriate gold spot worth.

The safety granted to Zijin for the Zijin Tide can be 2d rating and entirely subordinated to any senior amenities and sure safety will end as soon as the uncredited cupboard underneath the Zijin Tide has been lowered to zero.

$75m Mortgage Facility from Wheaton
Wheaton will serve Montage with a fasten Wheaton Mortgage Facility on refer to phrases:

• Draw line: Anticipated to be drawn utmost and if required
• Facility quantity: US$75 million, to be had following receipt of the 4th installment of the Wheaton Tide and for 3-years from terminating
• Virtue of mortgage: Proceeds to be allotted to venture prices, together with any prices overruns
• Loyalty charges: 1.5% in line with annum standby charge appropriate from receipt of the 1^st installment of the Wheaton Tide
• Rate of interest: 3-month CME Time period Attach In a single day Financing Charge (“CME Term SOFR”) plus 7.75% in line with annum
• Adulthood and compensation: Bullet compensation at adulthood falling 6 years from first drawdown. Montage might, with out penalty and at any future, prepay the Wheaton Mortgage Facility in entire or partially

$50m Mortgage Facility from Zijin
Zijin will serve Montage with a fasten Zijin Mortgage Facility on refer to phrases:

• Facility quantity: US$50 million, to be had for 3-years from terminating
• Virtue of mortgage: Proceeds to be allotted to venture prices, running capital necessities and financing charges for the advance, building and operation of the Koné venture, plus common and administrative, exploration and company prices
• Prematurely and loyalty charges: none
• Rate of interest: CME Time period Attach In a single day Financing Charge (“CME Term SOFR”) floored at 2.50% plus 4.00% in line with annum
• Adulthood and compensation: Repaid thru (i) 70% amortisation repayments throughout 24 equivalent quarterly instalments taking off then expiry of the provision length and (ii) 30% balloon compensation at adulthood falling 9 years from terminating. A money sweep of 10% of the abundance cashflows can be carried out, following the primary compensation year, to compensation of the instalments. Montage might, with out penalty and at any future, prepay the Zijin Mortgage Facility in entire or partially

Utmost of the Mortgage Amenities and the Streams are topic to terminating situations as all set forth within the definitive guarantees and are anticipated to be glad within the coming weeks.

Neither the TSX Challenge Change nor its Legislation Services and products Supplier (as that time period is outlined within the insurance policies of the TSX Challenge Change) accepts duty for the adequacy or accuracy of this drop. 

ADVISORS
HCF World Advisors Ltd served as monetary advisors to Montage Gold Corp. Norton Rose Fulbright is appearing as felony marketing consultant.

ABOUT MONTAGE GOLD CORP.
Montage Gold Corp. (TSXV: MAU) is a Canadian-listed corporate eager about changing into a premier multi-asset African gold manufacturer, with its flagship Koné venture, situated in Côte d’Ivoire, at the vanguard. In accordance with the Feasibility Find out about revealed in 2024, the Koné venture has an estimated 16-year mine lifestyles and sizeable annual manufacturing of +300koz of gold over the primary 8 years. Over the process 2024, the Montage control staff shall be leveraging their intensive monitor report in creating tasks in Africa to exit the Koné venture in opposition to a building starting.

TECHNICAL DISCLOSURE
The Koné and Gbongogo Major Mineral Useful resource Estimates had been performed by means of Mr. Jonathon Abbott of Matrix Useful resource Specialists of Perth, Western Australia, who is thought of as to be free of Montage Gold. Mr. Abbott is a member in excellent status of the Australian Institute of Geoscientists and has enough revel in which is related to the commodity, taste of mineralization into account and job which he’s endeavor to qualify as a Certified Individual underneath NI 43–101.

The Mineral Conserve Estimate was once performed by means of Ms. Joeline McGrath of Carci Mining Specialists Ltd., who is thought of as to be free of Montage Gold. Ms. McGrath is a member in excellent status of the Australian Institute of Mining and Metallurgy and has enough revel in which is related to the paintings which she is endeavor to qualify as a Certified Individual underneath NI 43–101.

For additional main points of the information verification undertaken, exploration undertaken and related QA/QC systems, and the translation thereof, and the suppositions, parameters and forms worn to create the Mineral Conserve Estimate for the Koné Gold Challenge, refer to the UFS, entitled “Koné Gold Project, Côte d’Ivoire Updated Feasibility Study National Instrument 43-101 Technical Report” and filed on SEDAR+ at www.sedarplus.ca. Readers are inspired to learn the UFS in its entirety, together with all {qualifications}, suppositions and exclusions that relate to the main points summarized on this information drop. The UFS is meant to be learn as an entire, and categories will have to now not be learn or relied upon out of context.

QUALIFIED PERSONS STATEMENT
The medical and technical contents of this press drop were verified and licensed by means of Silvia Bottero, BSc, MSc, a Certified Individual pursuant to NI 43-101. Mrs. Bottero, EVP Exploration of Montage, is a registered Skilled Herbal Scientist with the South African Council for Herbal Medical Professions (SACNASP), a member of the Geological Folk of South Africa and a Member of AusIMM.

FORWARD LOOKING STATEMENTS
This press drop accommodates sure forward-looking data and forward-looking statements inside the that means of Canadian securities regulation (jointly, “Forward-looking Statements”). All statements, alternative than statements of ancient truth, represent Ahead-looking Statements. Phrases comparable to “will”, “intends”, “proposed” and “expects” or indistinguishable expressions are supposed to spot Ahead-looking Statements. Ahead-looking Statements on this press drop come with statements similar to terminating of the Mortgage Amenities and the Tide transactions; virtue of proceeds of the Mortgage Amenities and the Streams; timing and sequence of attracts on every of the Mortgage Amenities and the Streams; redemption of the Zijin Tide; the Corporate’s compliance with sure ESG issues; the Corporate’s mineral hold and useful resource estimates; the timing and quantity of time manufacturing and the predicted manufacturing prices from the Koné Gold Challenge; expected mining and processing forms of the Koné Gold Challenge; expected mine lifestyles of the Koné Gold Challenge; centered enhancements within the manufacturing profile; anticipated timing of graduation and finishing touch of our mentioned drill systems in 2024; result of the drill systems together with centered additions to the estimated mineral assets on the Koné Gold Challenge, and the timing thereof; the established order of satellite tv for pc deposits and the advance of those deposits; anticipated healings and grades of the Koné Gold Challenge; timing in recognize of the graduation of building, and the range of building, of the mining operations on the Koné Gold Challenge; timing and quantity of vital financing similar to the mining operations on the Koné Gold Challenge; and timing for lets in and concessions, together with that the Corporate will obtain all approvals vital to develop the venture and exploration plans for 2024.

Ahead-looking Statements contain numerous dangers and uncertainties and are in line with sure elements and suppositions. There will also be refuse word that such statements will end up to be correct, and latest effects and time occasions may fluctuate materially from the ones expected in such statements. Notable elements that might reason latest effects to fluctuate materially from the Corporate’s expectancies come with uncertainties inherent within the preparation of mineral hold and useful resource estimates and definitive feasibility research such because the Mineral Conserve Estimate and the UFS, and in delineating fresh mineral hold and useful resource estimates, together with however now not restricted to, suppositions underlying the manufacturing estimates now not being learned, wrong charge suppositions, surprising diversifications in dozen of mineralized subject matter, grade or fix charges being not up to anticipated, surprising hostile adjustments to geotechnical or hydrogeological issues, or expectancies in that regard now not being met, surprising screw ups of plant, apparatus or processes, surprising adjustments to availability of energy or the ability charges, failure to preserve lets in and licenses, upper than anticipated pastime or tax charges, hostile adjustments in venture parameters, unanticipated delays and prices of consulting and accommodating rights of native communities, environmental dangers inherent within the Côte d’Ivoire, identify dangers, together with failure to resume concessions, unanticipated commodity worth and trade fee fluctuations, delays in or failure to obtain get entry to guarantees or amended lets in, and alternative possibility elements all set forth within the Corporate’s 2023 Annual Knowledge Method to be had at www.sedarplus.ca, underneath the heading “Risk Factors”. The Corporate undertakes refuse legal responsibility to replace or revise any Ahead-looking Statements, whether or not on account of fresh data, time occasions or in a different way, aside from as could also be required by means of legislation. Untouched elements emerge from future to future, and it’s not imaginable for Montage to are expecting they all, or assess the have an effect on of every such issue or the level to which any issue, or aggregate of things, might reason effects to fluctuate materially from the ones contained in any Ahead-looking Commentary. Any Ahead-looking Statements contained on this press drop are expressly certified of their entirety by means of this cautionary remark. 

NON-GAAP MEASURES 

This press drop contains sure phrases or efficiency measures frequently worn within the mining business that don’t seem to be outlined underneath World Monetary Reporting Requirements (“IFRS”), together with AISC or “all-in sustaining costs” in line with payable ounce of gold bought and in line with tonne processed and mining, processing and working prices reported on a unit foundation. Non-GAAP measures shouldn’t have any standardized that means prescribed underneath IFRS and, subsequently, they might not be similar to indistinguishable measures hired by means of alternative firms. The Corporate discloses “all-in sustaining costs” and alternative unit prices as it understands that sure buyers virtue this data to decide the Corporate’s talent to generate profits and money flows for virtue in making an investment and alternative actions. The Corporate believes that standard measures of efficiency ready in line with IFRS, don’t totally illustrate the power of mines to generate money flows. The measures, as motivated underneath IFRS, don’t seem to be essentially indicative of working benefit or money flows from working actions. The measures money prices and all-in maintaining prices and unit prices are thought to be to be key signs of a venture’s talent to generate working profits and money flows. Non-GAAP monetary measures will have to now not be thought to be in isolation as an alternative to measures of efficiency ready in line with IFRS and don’t seem to be essentially indicative of working prices, working benefit or money flows introduced underneath IFRS. Readers will have to additionally please see our control’s dialogue and research, to be had underneath our company profile at www.sedarplus.ca for a extra vivid dialogue of the way we calculate such measures.

SOURCE Montage Gold Corp.

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