20 CIM Magazine V ol 15 No 3 It is f or all those r eason and I absolut ely sa y I wish w e w e r e n t put in this position w e chose along with Sc otia and Eight Capit al and with the support of the r est of the s yndic at e f or that mat t er t o e x er cise the disast er out clause Da vis e xplained that under the t erms of the underwriting agr eement t erms that ar e typic al f or an y similar agr eement the underwrit er s in this c ase N a tional Bank Financial Eight Capit al Sc otia Cap it al and the other in v est or s in the s yndi c a t e ha v e the ability t o t erminat e their oblig ations a t an y time prior t o the clos ing of the off ering if ther e shall de v elop oc cur or c ome int o e xist enc e or be announc ed an y e v ent action st at e c o n dition of national or int ernational c onse quenc e or an y la w action or r e gulation or other oc curr enc e of an y natur e what s o e v e r which in the opinion of an under writ er mat erially adv e r sely aff ect s or in v o lv es the f inancial mark et s g ener ally or the c ondition of the c ompan y While the agr eement ma y ha v e pr ovi sions f or the parties in v o lv ed t o t ermi nat e it e x ecutiv es fr om Silv e r C r est Met als do not belie v e the t ermination pr ovisions w e r e pr operly enact ed and ha v e st at ed their int entions t o t a k e leg al action t o hold the N a tional Bank Finan cial and it s partner s t o the original int ent of the deal T he c ompan y is sued a st at ement outlining that vie wpoint T he agr eement bet w een Silv e r C r est and NBF cr eat ed a binding leg al oblig a tion on the part of NBF t o c omplet e the tr ansaction as is cust omary in Canada f or bought deal f inancing s Silv e r C r est is of the vie w that NBF is not entitled t o t erminat e the agr eement In Silv e r Cr est s opinion the nov el c o r ona virus pandemic c onsider ed by NBF as the basis f or t erminating this agr eement w as fully e vident when the bought deal f inancing w as agr eed upon with e xpect ations that the pr ecious met als mark et w ould r espond positiv ely t o this kno wn risk A c c o r dingly Silv e r C r est int ends t o pur sue it s leg al r emedies ag ainst NBF f o r br each of NBF s oblig ations under the t erms of the agr eement Get ting la w y er s in v o lv ed in a busines s deal is not something that Eric Fier CEO and dir ect or of Silv e r C r est said he w ant s t o do especially sinc e Silv e r C r est Met als and his earlier mining c ompan y Silv e r Cr est Mines loc at ed ne xt door t o the curr ent L as Chispas P r oject ha v e been long t erm client s of the N a tional Bank As serting Silv e r C r est s leg al position however something he f eels he is being f o r c ed t o do Im w ell v e r sed in e v e ry thing that is g oing on in the w orld but a bought deal is a bought deal and this w as e y es wide open E v erybody kne w what w as g oing on in the w orld It s our r eput ation t o o so I w ant t o pr ot ect that he said W e f eel that N a tional Bank is leg ally oblig at ed t o this bought deal and w e int end t o pur sue our right s t o pr ot ect our shar eholder s and our st ak eholder s W e r e long t erm client s of N a tional Bank and as a client w e ar e v e ry disappoint ed in their lack of insight int o the situation and the support the y ar e giving us sup port the y ar e supposed t o giv e t o k e y client s when the g oing g e t s t ough Fier st at ed that Silv e r C r est isn t dependent on the s yndic at e s f inancing t o c ontinue oper ations e v en though ov er the c our se of the ne xt t w o y ear s the g oal w as t o r aise 110 million t o c omplet e it s f inancing Curr ently he said that the c ompan y has U S90 million in the bank and a burn r a t e of U S4 million per month mainly f or under gr ound de v elop ment U p until J anuary ther e w e r e 20 drills on sit e N o w ther e ar e 12 and that number ma y be r educ ed further due t o the changing cir cumst anc es and pr es sur es c aused by C O VID 1 9 A c c o r ding t o Fier the timing of the N a tional Bank led deal w as c o n v enient as it w ould ha v e helped them de risk deci sions about c onstruction and it c ame bef or e the c ompan y had t o g o int o a black out period prior t o disclosing the lat est updat ed r esour c es and r eserv es f i gur es t o the public Financing h owever should still be a v ailable as Fier belie v es that g ood pr oject s c an f ind in v est or s or debt f inanc ing e v en in challenging f inancial times I don t w ant t o be t aint ed by N a tional Bank br eaking this deal f or what the y think ma y be a g ood r eason T h at should n t happen Fier said T his pr oject is a w onderful pr oject and it s g oing t o mov e f orw ar d A dmit t edly Fier said he has c onc erns about the eff ect s of C O VID 19 on the pr oj ect on his emplo y ees and on the supply chain but he said he is trying t o t a k e those in stride W e r e dedic at ed t o w orking thr ough these pr oblems I lik e t o alw a y s r emind m y t eam most of whom ar e engineer s and g eologist s that w e w e r e built it s in our DN A t o solv e pr oblems T h e y should be in the height of their glory moving f orw ar d CIM FROM THE WIRE Compiled by T ijana Mitr ovic Sur esh Kalathil has lef t Guy ana Goldfields as its COO and senior vice pr esident Pr esident and CEO Alan P angbourne t hank ed Kalat hil f or his contributions t o t he compan y which plans t o soon be acquir ed b y Silv e r corp Metals Iv anhoe Mines CF O Mar na Cloete has been pr omot ed t o Pr esident a r ole she will tak e on in addition t o her curr ent one The Iv anhoe Mines boar d of dir ect or s has also pr omot e d Matthieu Bos and Peter Zhou to e x ecutiv e vice pr esidents of Africa and China r espectiv ely John Bair d has joined Osisk o Gold R o y alties boar d of dir ect or s Bair d has ser v ed as an MPP in Ontario f o r t en y ear s a member of parliament in Otta w a f or t h r ee t e rms and as Canada s F o r eign Af f air s Minist er f o r f our y ear s Dr ew Anwyll has joined Generation Mining as its ne w COO An wyll has pr e viously w o rk ed wit h Det our Gold Barrick Gold and Placer Dome and has e x t ensiv e e xperience wit h bot h openpit and under g r ound mining operations Chris Stewart has lef t his position of pr esident and COO of McEw en Mining The compan y announced it will distribut e his r esponsibilities among its management t eam MaryL ynn Oke has joined Anaconda Mining s boar d of dir ect or s Ok e has o v er 23 y ear s of e xperience in tax finance and leader ship and curr ently acts as a senior financial advisor The compan y also announced t hat Maruf Raza has r esigned as a compan y dir ect or af t er eight y ear s Jessica McDonald has st epped do wn as chair and member of T r e v ali Mining s boar d of dir ect or s Jill Gar diner curr ently a dir ect or and t h e chair of T r e v ali s compensation and human r esour ces committ ee will ser v e as boar d chair T r e v ali pr esident and CEO Ricus Grimbeek will join t h e boar d t o fill t he v acant seat