(TSXV: SRHI) – SRHI Inc. ("
SRHI") wishes to
provide additional information regarding the arbitration proceeding
commenced by the minority shareholder (the “
Minority
Shareholder”) of Minera Tres Valles Spa
(“
MTV”) which was previously announced on June 4,
2021 and on the proposed reforms to Chile’s royalty regime that are
currently before the Chilean Senate. The Company also confirms its
right and intent, to purchase the remaining minority interest of
MTV in October 2021.
Arbitration
As previously announced, the Minority
Shareholder of MTV commenced an arbitration proceeding against
SRHI, SRH Chile SpA (“SRH Chile”) and MTV
(collectively, the “Company”) alleging that SRH
Chile’s recent contribution of $7 million to MTV to fund on-going
operations, which had the effect of diluting the Minority
Shareholder’s interest in MTV from 30% to 9.7%, was not completed
in accordance with the terms of the MTV shareholders’ agreement
(the “SHA”). SRH Chile is 100% owned by SRHI.
Following approval of the capital requirements
for MTV, SRH Chile contributed its pro rata portion, or $7 million,
however the Minority Shareholder chose not to contribute its pro
rata portion, or $3 million, and as such its interest in MTV was
diluted in accordance with the terms of the SHA. Notwithstanding
the Minority Shareholder’s pro rata portion of required capital was
only $3 million, the notice of arbitration indicates that the
Minority Shareholder is seeking damages of $16 million.
The allegations made by the Minority Shareholder
are baseless and unsubstantiated and reflect the Minority
Shareholder’s attempt to receive preferential treatment contrary to
the terms of the SHA. The Company and its legal counsel are of the
strong and steadfast position that the claim is without merit and
the Company has acted appropriately and in accordance with Chilean
law, the Judicial Reorganization Agreement, the by-laws of MTV and
the SHA in all respects. At this time, and based on the timelines
agreed to in the SHA, the Company estimates the arbitration process
could take up to one year to complete.
It should be noted that since SRH Chile acquired
its ownership interest in MTV in 2017, the Minority Shareholder has
provided no financial support to MTV. Conversely, in addition to
the recent $7 million equity contribution by SRH Chile, SRHI has
financially supported MTV since 2018 with intercompany debt and its
balance with MTV stands at approximately $35 million.
SRH Chile’s ownership interest in MTV is 90.3%
as a result of its $7 million equity contribution and is reflected
in the records of MTV and the Chilean public records. Under the
terms of the SHA, SRH Chile has the option to purchase the Minority
Shareholder’s ownership interest in October 2021. The Company has
confirmed with its legal counsel that the arbitration should have
no impact on the ability of SRH Chile to exercise the purchase
option and fully intends to do so.
The Company will provide updates regarding the
arbitration as it progresses subject to compliance with the strict
confidentiality requirements contained in the SHA.
Operations at MTV remain ongoing and will not be
affected by the arbitration process.
Proposed Mining Royalty Legislation in
Chile
The Senate Mining Committee of Chile is
scheduled to review a controversial mining royalty proposal (the
“Proposal”) in the next few months. There is no
certainty that the Proposal will become law in its current form and
the Company believes that the Proposal is primarily directed at the
large mining companies operating in Chile.
Under the Proposal, the royalty would be on all
production of MTV should it produce over 12,000 tonnes annually.
While producing under 12,000 tonnes annually, MTV would not be
subject to any royalty under either the current legislation or the
Proposal.
MTV’s maximum stated annual production is 18,500
tonnes and production is not expected to exceed 12,000 tonnes in
either 2021 or 2022.
The Proposal is significant but because of MTV’s
relatively small annual production limit of 18,500 tonnes, the
Company believes that if the Proposal becomes law, it has the
operational flexibility, unlike larger operations, to limit the
Proposal’s impact and maximize shareholder value. In addition, and
although not applicable to both the current and proposed royalty
regimes, MTV also has sufficient carryforward tax losses to shelter
future taxable income for several years at today’s copper
prices.
About SRHI Inc.
SRHI, (soon to be renamed Three Valley Copper
Corp.) headquartered in Toronto, Ontario, Canada is focused on
growing copper production from, and further exploration of, its
primary asset, MTV. Located in Salamanca, Chile, MTV is 90.3% owned
by the Company and MTV's main assets are the Minera Tres Valles
mining complex and its 46,000 hectares of exploratory lands. For
more information about SRHI, please visit www.srhi.ca.
Cautionary Statement Regarding Forward-Looking
Information
Certain statements in this news release contain
forward-looking information (collectively referred to herein as the
"Forward-Looking Statements") within the meaning of applicable
Canadian securities laws. The use of any of the words "expect",
"anticipate", "continue", "estimate", "may", "will", "project",
"should", "believe", "plans", "intends" and similar expressions are
intended to identify Forward-Looking Statements. In particular, but
without limiting the foregoing, this news release contains
Forward-Looking Statements pertaining to: the filing of the Request
for Arbitration and expectations related to the outcome of
arbitration and the Company’s proposed name change.
Although SRHI believes that the Forward-Looking
Statements are reasonable, they are not guarantees of future
outcomes, results, performance or achievements. A number of factors
or assumptions have been used to develop the Forward-Looking
Statements, including: the Company’s assertions that its 90.3%
ownership interest in MTV is valid and that the outcome of
arbitration proceeding will be favorable. Although the Company
believes that the expectations and assumptions on which such
Forward-Looking Statements and information are based are
reasonable, undue reliance should not be placed on the
Forward-Looking Statements and information as the Company cannot
give any assurance that they will prove to be correct. Since
Forward-Looking Statements and information address future events
and conditions, by their very nature they involve inherent risks
and uncertainties. Actual outcomes, results, performance or
achievements could vary materially from those expressed or implied
by the Forward-Looking Statements should assumptions underlying the
Forward-Looking Statements prove incorrect or should one or more
risks or other factors materialize. Readers are cautioned that the
foregoing list of risks and uncertainties is not
exhaustive. Other risk factors that could affect the Company's
operations or financial results are included in the Company's
Annual Information Form dated March 3, 2021 and may be accessed
through the SEDAR website (www.sedar.com). The forward-looking
statements and information contained in this news release are made
as of the date hereof and the Company does not undertake any
obligation to update publicly or revise any forward-looking
statements or information, whether as a result of new information,
future events or otherwise, unless so required by applicable
securities laws.
You should not place undue importance on
forward-looking information and should not rely upon this
information as of any other date. While the Company may elect to,
the Company is under no obligation and does not undertake to update
this information at any particular time, except as required by
law.
For further information:
Michael StaresinicChief Executive OfficerT:
(416) 943-7107E: mstaresinic@srhi.ca
Renmark Financial Communications Inc.Joshua
Lavers: jlavers@renmarkfinancial.comT: (416) 644-2020 or (212)
812-7680www.renmarkfinancial.com
Source: SRHI Inc.
Neither the 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 or accuracy of this news release.
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