VANCOUVER, BC, May 23, 2024 /CNW/ - Aris Mining Corporation (Aris Mining or the Company) (TSX: ARIS) (NYSE-A: ARMN) announces that it has entered into a binding agreement with MDC Industry Holding Company LLC (Mubadala), a wholly-owned subsidiary of the Abu Dhabi based investment company Mubadala Investment Company PJSC, whereby, subject to certain customary conditions, Aris Mining will acquire an additional 31% joint venture interest in the Soto Norte gold-copper project in Colombia (Soto Norte or PSN) and amend the current Joint Venture Agreement to account for this change in ownership. Soto Norte is one of the largest undeveloped underground gold projects in South America, set to employ modern and sustainable mining practices.  

  • Acquisition of 51% of PSN and Share Exchange: Aris Mining will acquire an additional 31% joint venture interest in PSN from Mubadala, bringing its total ownership to 51%. In exchange, Aris Mining will issue 15,750,000 shares to Mubadala, representing an approximate 9.9% ownership stake based on Aris Mining's issued and outstanding shares as of March 31, 2024, with an additional 6,000,000 shares to be issued on receipt of an environmental license for PSN.
     
  • New, Smaller-Scale Development Plan: Aris Mining has completed optimization studies of a smaller, more efficient development plan for PSN. Key changes include reducing the environmental footprint, building a smaller processing plant with a longer operating life, adopting a flexible mining method to target higher-grade material earlier in the mine life, and installing a paste backfill plant to minimize surface tailings storage requirements.
     
  • Strategic and Operational Benefits: With a 51% controlling interest, Aris Mining will integrate the PSN development team into its management structure and procedures, enhancing operational efficiencies and creating synergies.

Aris Mining CEO Neil Woodyer stated: "As the only mining company with operational experience to own and operate Soto Norte, we believe a new, smaller-scale development plan with a reduced environmental footprint is the right path forward. Aris Mining also plans to incorporate processing solutions for contract mining partners into the design and development of Soto Norte, following the successful partnership model developed at our Segovia Operations in Colombia. Based on the attractive results of our preliminary work, we are initiating a Pre-Feasibility Study (PFS) of the new development plan, which is expected to be complete by early 2025.

In support of this plan, we are delighted to become the 51% controlling shareholder of the Soto Norte joint venture at closing, enabling Aris Mining to develop this very attractive project."

Soto Norte Transaction

  • On closing, Aris Mining will issue 15,750,000 common shares to Mubadala. These shares will be subject to a 12-month hold period, inclusive of a four-month statutory hold period and an additional eight-month contractual restriction on transfer.
     
  • Following receipt of an environmental license to develop PSN, Aris Mining will issue an additional 6,000,000 common shares to Mubadala, which together with the 15,750,000 common shares issued at closing would increase Mubadala's ownership stake to approximately 13% based on Aris Mining's issued and outstanding shares as of March 31, 2024.
     
  • The current market value of the 21,750,000 Aris Mining shares to be issued to Mubadala is US$90 million.
     
  • On closing, Aris Mining will hold a 51% interest in PSN and Mubadala will retain a 49% interest. The current option held by Aris Mining to acquire an additional 30% interest in PSN will be terminated. Aris Mining will continue to be the operator of PSN.
     
  • Aris Mining and Mubadala have mutual right-of-first-offer (ROFO) rights, should a partner choose to exit the joint venture.
     
  • As a result of Aris Mining integrating the PSN development team into its management structure and procedures, Aris Mining will sole fund certain operating costs on behalf of the joint venture during the pre-licensing period. Non-operating and project construction costs will be funded on a pro-rata ownership basis.
     
  • Closing of the transaction is expected to occur in June 2024 following satisfaction of customary closing conditions, including execution of definitive documentation related to the issuance of the shares and approval of the Toronto Stock Exchange and the NYSE American.
Soto Norte Project and Planned Optimizations

In March 2022, Aris Mining disclosed the results of mineral resource and reserve estimates and the results of a Feasibility Study for the Soto Norte Gold Project in a NI 43-101 compliant Technical Report with an effective date of January 1, 2021 (the Feasibility Study). The Feasibility Study includes a 7,200 tonnes per day (tpd) capacity processing plant with average annual production of over 450,000 gold ounces (oz) over an 11-year production period at average all in sustaining costs (AISC) of US$471/oz from a 5.0 million ounce mineral reserve1.

In 2023, Aris Mining commissioned a technical and economic assessment of PSN that considered a scaled-down mining concept. Aris Mining is now commissioning a new PFS and NI 43-101 compliant Technical Report for the scaled-down concept, both of which are expected to be completed in Q1 2025. The new PFS will include the assessment of the key project optimizations described in Table 1.

Table 1: Key project optimizations to be evaluated in the new PFS

Optimized

underground mining

strategy prioritizes

initial access to a

higher grade zone

There are two main parallel mineralized zones at PSN and each has a strike length of approximately 2.0 km. The revised underground mining strategy prioritizes initial access to the higher grade zone, which can be quickly accessed from an existing portal.

 

The revised plan is expected to sustain a mining rate approaching 2.0 million tonnes of mill feed and waste per year.  

Change of mining

method

The mining method for the Feasibility Study was modified Avoca, which required a significant amount of additional waste, sourced from underground waste quarry stopes, to provide backfill and a base for mining.

 

The proposed mining method for the new PFS is long hole open stoping (LHOS) targeting higher grade stopes in the upper levels of the mine early in the mine life and utilizing pillars for support in the first stage of mining. Paste backfill will be utilized in the second stage of mining while the support pillars are systematically extracted.

Defer underground

paste fill plant

After installation of the paste fill plant, the mining method is proposed to change to LHOS and paste fill, to increase overall mining recovery while reducing the upfront capital requirement.

Smaller processing

plant

The proposed processing plant is expected to have a 2,750 tpd capacity, approximately 60% smaller than the Feasibility Study design, with a longer operating life.

Aerial ropeway

proposed to move mill

feed from the existing

portal to the

processing plant

Elimination of the 6.9 km tunnel, which was to be created by way of a tunnel boring machine (TBM), accelerating construction timelines and reducing capital costs. Ropeway technology is currently in use in Colombia, requires minimal land use, and is easily removed at the end of the mine life. The ropeway will also move tailings from the processing plant to the underground paste fill plant.

Reduced size and

relocation of 
tailings storage facility

The new PSN design considers the use of process tailings as backfill in the underground stopes, significantly reducing the surface tailings storage capacity requirements and environmental footprint.

Shortened

construction period

The Feasibility Study estimated a 3.5-year construction period, with the critical path highly dependent on the TBM advance rate. The new PSN development plan will not utilize a TBM, resulting in an accelerated construction period.

Environmental studies

The new, smaller-scale development plan is expected to reduce the environmental impact of PSN and is expected to remain mostly within the Feasibility Study project footprint covered by the existing environmental baseline studies and datasets.

Pramo proximity

PSN remains outside the Santurbn pramo delimitation area.

Opportunity for

Contract Mining

Partners (CMPs)

Aris Mining has a successful partnership model with CMPs that combines the traditional skills and local knowledge of artisanal and small-scale miners with the technology, infrastructure, health/safety standards, and access to capital of industrial miners.

 

Aris Mining intends to incorporate processing solutions for CMPs into the design and development of PSN, with the potential to formalize miners in the Soto Norte region in addition to Calimineros, an existing partner at PSN with about 160 miners. Aris Mining's CMP model eliminates the use of mercury and illegal explosives by artisanal miners, creating an ecosystem that benefits CMPs, local communities, the Colombian government, the environment, and Aris Mining.

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1 See "Technical Disclosure and Qualified Person" section below for full disclosure of technical and scientific details.
Conference Call

Management will host a conference call on Thursday, May 23, 2024, at 9:00 am ET / 6:00 am PT to discuss this transaction. The call will be webcast and can be accessed at Aris Mining's website at www.aris-mining.com, or at https://services.choruscall.ca/links/arismining202405.html.

Participants may gain expedited access to the conference call at the following registration link. Upon registering, call in details will be displayed on screen. Using these call details will by-pass the operator and avoid the call queue. Registration will remain open until the end of the live conference call.

Participants who prefer to dial-in and speak with a live operator, can access the call by dialing:

  • Toll-free North America: 1-844-763-8274
  • International: 1-647-484-8814

After the call, an audio recording will be available via telephone for 7 days, until end of day May 30th, 2024. The recording can be accessed by dialing:

  • Toll-free in the US and Canada: 1-855-669-9658
  • International: 1-604-674-8052 and using the access code: 0915#

A replay of the event will be archived at Aris Mining Corporation – Investors – Events & Presentations (www.aris-mining.com).