Solitario Exploration & Royalty Corp. (NYSE MKT: XPL; TSX: SLR)
(“Solitario”) and Ely Gold & Minerals Inc. (TSX.V: ELY) (“Ely
Gold”, and together with Solitario, the “Sellers”) are pleased to
announce that they have closed the previously announced agreement (see
news release dated June 11, 2015) to sell their combined interests in
the Mt. Hamilton gold project (“Mt. Hamilton”) to Waterton Nevada
Splitter, LLC, a wholly-owned subsidiary of Waterton Precious Metals
Fund II Cayman, LP (collectively, “Waterton”), for total cash proceeds
of US$30 million (the “Transaction”). The Transaction was structured as
the sale of the Sellers’ membership interests in Mt. Hamilton LLC
(“MH-LLC”), a limited liability company that held 100% of the Mt.
Hamilton assets. Shareholders of Solitario and Ely Gold recently
approved the Transaction.
Solitario received gross proceeds of $24 million for its 80% interest in
MH-LLC, and DHI Minerals (U.S.) Ltd., Ely Gold’s wholly-owned U.S.
subsidiary, received gross proceeds of $6 million for its 20% interest
in MH-LLC. Concurrently with the closing of the Transaction, Solitario
paid its outstanding US$5 million corporate credit facility with RMB
Australia Holdings Limited, plus approximately $7,000 in accrued
interest and fees.
Chris Herald, President and CEO of Solitario, stated: “We are pleased to
have successfully closed our transaction with Waterton. We are now debt
free and have a strong balance sheet to seek new opportunities and to
implement other value enhancing activities for our shareholders. We will
now be able to highlight our fully-carried to production interest in the
high-grade Bongará zinc project being advanced by Compañía Minera Milpo
S.A.A., our Peruvian partner. With Waterton as the new owner of Mt.
Hamilton, we believe the project can more rapidly advance towards
construction and subsequent production. We want to wish Waterton all the
best, not only on Mt. Hamilton, but all of their activities in Nevada.”
Trey Wasser, President and CEO of Ely Gold, stated: “This sale will
provide Ely with the capital to focus on advancing our 100% owned Green
Springs project, located just seven miles south of Mt. Hamilton. Green
Springs is fully permitted for exploration and we expect to begin a
drill program this fall.”
Isser Elishis, Managing Partner and Chief Investment Officer of
Waterton’s investment adviser, said, “We are pleased to have completed
the purchase of Mt. Hamilton from Solitario and Ely Gold. The
acquisition of Mt. Hamilton will add another key development asset to
Waterton’s growing portfolio of high-quality Nevada assets.”
Advisors and Legal Counsel
Maxit Capital LP acted as financial advisor to both Solitario and Ely
Gold and provided fairness opinions to their respective boards of
directors. Solitario’s US legal counsel is Davis Graham & Stubbs LLP and
Polsinelli PC, and its Canadian legal counsel is Fogler Rubinoff LLP.
Ely Gold’s US legal counsel is Parsons Behle and Latimer LLP and its
Canadian legal counsel is Holmes & King. Waterton’s US legal counsel is
Parr Brown Gee and Loveless PC and its Canadian legal counsel is Davies
Ward Phillips & Vineberg LLP.
About Solitario
Solitario is a precious and base metal exploration and royalty company.
Recently, a significant focus of Solitario’s has been on financing and
potentially developing the Mt. Hamilton gold project in Nevada.
Solitario controls an 80% interest in Mt. Hamilton. Besides Solitario’s
interest in Mt. Hamilton, Solitario also has a significant joint venture
with Milpo Mining, Votorantim Metais’s 51%-owned affiliate, on its
advanced Bongará high-grade zinc project in Peru. Additional information
about Solitario is available at www.solitarioxr.com.
About Ely Gold
Ely Gold is focused on the acquisition and development of gold resources
in Nevada, including its Green Springs property, 7 miles south of Mt.
Hamilton. Ely Gold is traded on the TSXV. Additional information about
Ely Gold is available online at www.elygoldandminerals.com.
About Waterton
Waterton is a leading mining-focused private equity firm dedicated to
developing high quality precious and base metals projects located in
stable jurisdictions. Waterton’s cross-functional, fully-integrated,
in-house team of professionals have significant mining, financial and
legal expertise. Waterton’s proactive approach to asset management,
significant sector knowledge and ability to leverage extensive industry
relationships has resulted in a strong track record of managing
investments in the metals sector. Additional information about Waterton
is available online at www.watertonglobal.com.
This press release contains certain "forward-looking statements," as
defined in the United States Private Securities Litigation Reform Act of
1995, and within the meaning of Canadian securities legislation.
Forward-looking statements are statements that are not historical fact.
They are based on the beliefs, estimates and opinions of the Sellers’
managements on the date the statements are made and they involve a
number of risks and uncertainties. Consequently, there can be no
assurances that such statements will prove to be accurate and actual
results and future events could differ materially from those anticipated
in such statements. The Sellers undertake no obligation to update these
forward-looking statements if their managements’ beliefs, estimates or
opinions, or other factors, should change, unless required by law,
including the rules and regulations of the NYSE MKT or the TSXV.
Neither the NYSE MKT nor TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy and accuracy
of this press release.
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