Solitario and Ely Gold Close Transaction to Sell their Interests in the Mt. Hamilton Gold Project to Waterton for Total Consideration of US$30 Million
August 25, 2015
Denver, Colorado: 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.
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
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
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
FOR MORE INFORMATION at SOLITARIO, CONTACT:
Director -- Investor Relations (800) 229-6827
Christopher E. Herald
President & CEO
FOR MORE INFORMATION at ELY GOLD, CONTACT:
Director (604) 488-1104
President & CEO (972) 803-3087
FOR MORE INFORMATION at WATERTON, CONTACT:
Bayfield Strategy, Inc. (416) 907-9365
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.