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Triple Flag Precious Metals (TFPM) - 2022 Q4 - Earnings Call Presentation
2023-02-22 15:46
February 22, 2023 2022 Results Presentation Cautionary Note Regarding Forward-Looking Information and Statements: Although we have attempted to identify important risk factors that could cause actual results or future events to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forwa ...
Triple Flag Precious Metals (TFPM) - 2022 Q4 - Annual Report
2022-12-21 21:48
Arrangement Approval - The Arrangement Resolution requires approval from at least 66 2/3% of votes cast by Maverix Shareholders present or represented by proxy at the Meeting[261] - The Required Maverix Shareholder Approval includes a simple majority of votes from Minority Maverix Shareholders[261] - The Arrangement must be approved by at least 66 2/3% of the votes cast by Maverix Shareholders and a simple majority of the votes cast by Minority Maverix Shareholders[309] - The Arrangement is subject to the approval of the Required Maverix Shareholder Approval at the Meeting on January 12, 2023[327] Arrangement Details - The Share Consideration is set at 0.306 of a Triple Flag Share per Maverix Share[269] - Each Maverix Shareholder may elect to receive either All Cash Consideration or All Share Consideration, subject to proration[301] - The Total Elected Cash Consideration and Total Elected Share Consideration are defined under the Plan of Arrangement[275] - The Payout Value is calculated based on the Exchange Ratio and the Triple Flag Share VWAP[254] - The Arrangement involves the acquisition of Maverix by Triple Flag, requiring at least 66 2/3% approval from Maverix Shareholders[296] - The Arrangement provides a premium of 10% and 22% to the closing price and the 10-day VWAP of Maverix Shares as of November 9, 2022, with a total equity value of approximately US$606 million on a fully diluted basis[305] - Maverix Shareholders can choose to receive either US$3.92 in cash or 0.360 of a Triple Flag Share for each Maverix Share held, subject to proration[305] - The maximum aggregate amount of All Cash Consideration and All Share Consideration is set at 15% and 85% of the total Consideration, respectively, with proration applicable if exceeded[318] Financial Implications - The financial implications of the Arrangement are assessed in the Raymond James Opinion, which states the consideration is fair from a financial perspective[257] - Fairness Opinions from Raymond James and CIBC conclude that the Consideration is fair from a financial point of view to Maverix Shareholders[316] - The Raymond James Opinion states that the Consideration to be received by Maverix Shareholders is fair from a financial perspective as of November 9, 2022[421] - The CIBC Opinion also confirms that the Consideration to be received by Maverix Shareholders is fair from a financial perspective as of November 9, 2022[431] Meeting Logistics - The Meeting will be held virtually, and shareholders can participate by logging in at least 15 minutes prior to the start[328] - Registered Maverix Shareholders must submit their proxies by 10:00 a.m. (Pacific time) two days before the Meeting[339] - Maverix Shareholders unable to attend the virtual meeting can listen to a recorded version later on Maverix's website[296] - The Record Date for determining eligible Maverix Shareholders is December 2, 2022[296] Strategic Considerations - The Arrangement Agreement was executed on November 9, 2022, following extensive negotiations between Maverix and Triple Flag[378] - The Maverix Strategic Committee was authorized to retain financial and other advisors as needed during the evaluation of the Second Triple Flag Proposal[388] - The Strategic Committee evaluated various strategic alternatives and risks associated with the proposed transaction throughout the negotiation process[412] - Maverix's management team has explored various strategic alternatives over the last 24 months, leading to the Arrangement Agreement with Triple Flag[379] Risks and Conditions - The Arrangement involves risks, including potential negative impacts on the trading price of Maverix Shares if not completed[325] - The implementation of the Arrangement is subject to conditions including regulatory approvals and no material adverse effects occurring on either company[315] - The Arrangement requires regulatory approval from the Court, which will assess its fairness and reasonableness to Maverix Shareholders[420] - The Arrangement Agreement restricts Maverix from soliciting third-party acquisition proposals, which may impact business operations during the arrangement process[420] Shareholder Interests - Certain directors and executive officers have interests in the Arrangement that may differ from those of general Maverix Shareholders[324] - Locked-up Shareholders hold approximately 54.76% of the Company's outstanding voting securities and have agreed to vote in favor of the Arrangement[312] - The Maverix Voting Support Agreements require Locked-up Shareholders to vote in favor of the Arrangement Resolution and against any competing proposals[440] Dissenting Shareholders - Dissenting Shareholders will receive a debt claim against Triple Flag for the fair value of their Maverix Shares[298] - Dissenting shareholders may exercise rights to receive fair value for their Maverix Shares upon compliance with certain conditions[310] - The Arrangement includes provisions for dissent rights for registered shareholders who oppose the Arrangement[420] Other Considerations - The Arrangement will be implemented through a court-approved plan under the CBCA[296] - Following the Arrangement, Maverix will be delisted from the TSX and NYSE American, ceasing to exist as an independent public company[420] - The Company will incur a fee of C$100,000 plus expenses for the services of Laurel Hill Advisory Group in connection with the proxy solicitation[336] - The Arrangement Agreement was the result of a review of strategic alternatives to enhance shareholder value[378]
Maverix Metals (MMX) Investor Presentation - Slideshow
2022-12-12 14:12
TSX: MMX NYSE American: MMX MAVERIX METALS INC. A Growing, High Quality Gold Royalty Company December 2022 maverixmetals.com | @maverixmetals MAVERIX AND TRIPLE FLAG PROPOSED COMBINATION Building the next senior streaming and royalty company • Maverix shareholders may elect to receive 0.360 of a Triple Flag share or US$3.92 in cash for each Maverix share held • Represents a 10% premium to Maverix's last closing price on November 9 on the NYSE American • Represents a 22% premium to Maverix based on the 10-da ...
Triple Flag Precious Metals (TFPM) - 2022 Q3 - Quarterly Report
2022-11-08 01:00
Financial Performance - Revenue for the three months ended September 30, 2022, was $33.8 million, a decrease of 9% from $37.1 million in the same period of the prior year[21]. - Gross profit for the same period was $19.7 million, a decrease of 2% from $20.2 million year-over-year[22]. - Net earnings increased to $12.8 million for the three months ended September 30, 2022, compared to $5.1 million in the prior year[25]. - Revenue was $108.0 million, a decrease of 5% from $113.4 million for the same period in the prior year[32]. - Gross profit was $62.5 million, compared to $62.6 million for the same period in the prior year[33]. - Net earnings were $39.6 million, compared to $32.1 million for the same period in the prior year[36]. - Adjusted net earnings were $13.3 million, compared to $13.7 million for the same period in the prior year[28]. - Adjusted EBITDA for the three months ended September 30, 2022, was $26.1 million, down from $29.5 million in the same period of the prior year[20]. - Adjusted EBITDA was $84.7 million, a decrease of 11% from $94.6 million for the same period in the prior year[40]. - Operating cash flow was $25.4 million, a decrease of 14% from $29.5 million for the same period in the prior year[26]. - Free cash flow for the three months ended September 30, 2022, was $25.4 million, consistent with the prior year[20]. Sales and Production - Sold 19,523 GEOs, a decrease of 6% from 20,746 GEOs sold for the same period in the prior year[27]. - For the three months ended September 30, 2022, silver sales from the Cerro Lindo mine decreased by 27% year-over-year, totaling 422,374 ounces[91]. - For the nine months ended September 30, 2022, gold sales from RBPlat operations decreased by 7% year-over-year, totaling 5,758 ounces[94]. - For the three months ended September 30, 2022, gold sales from the ATO mine increased significantly, totaling 2,927 ounces compared to 659 ounces in the same period last year[96]. - For the nine months ended September 30, 2022, silver sales from Buriticá increased by 4% year-over-year, totaling 235,185 ounces[103]. - The Fosterville Gold Mine produced 81,801 ounces of gold for the three months ended September 30, 2022, a decrease from 134,772 ounces in the prior year[106]. Costs and Expenses - Cash costs per GEO for the three months ended September 30, 2022, were $165, compared to $166 in the prior year[20]. - General administration costs decreased to $3.6 million for the three months ended September 30, 2022, from $4.0 million in the prior year, due to lower employee costs[127]. - General administration costs increased to $11.1 million from $8.0 million in the prior year, driven by higher employee costs and public company expenses[137]. - Business development costs rose significantly to $1.9 million from $0.4 million in the prior year, reflecting ongoing business development activities[138]. - Sustainability initiatives expenditures were $255 thousand for the three months ended September 30, 2022, compared to $80 thousand for the same period in the prior year[128]. Investments and Acquisitions - The company has invested over $1.7 billion in capital since its inception in 2016, developing a diversified portfolio of 80 assets[8]. - The company provided $30 million in funding to Nevada Copper Corp. to support the restart of the Pumpkin Hollow underground copper mine[73]. - The company entered into an agreement with Steppe Gold Ltd. to acquire a prepaid gold interest for $4.8 million, expecting delivery of 3,000 ounces of gold within the next 8 months[74]. - The company acquired a 1% NSR royalty over the Sofia Project in Chile for $5 million, closing the transaction on May 3, 2022[79]. - The company purchased a 2% NSR royalty on the Beaufor Mine for C$6.75 million, with an additional funding of C$4.5 million to increase the royalty rate[80]. - The company acquired a royalty portfolio from IAMGOLD for $45.7 million, closing the transaction in the first half of 2021[88]. Financial Position - Total assets increased to $1,325.5 million as of September 30, 2022, up from $1,303.4 million as of December 31, 2021, driven by higher cash balances and acquisitions[116]. - Total liabilities rose to $13.4 million as of September 30, 2022, compared to $8.8 million as of December 31, 2021, primarily due to increased amounts payable and accrued liabilities[117]. - Cash and cash equivalents at the end of the period were $82.7 million, up from $40.7 million at the end of the previous year[154]. - The Company has a Credit Facility of $500 million, with an additional uncommitted accordion of up to $200 million, maturing on August 30, 2026[156]. Shareholder Returns - The company repurchased 151,196 common shares in the three months ended September 30, 2022, under its normal course issuer bid[84]. - The company implemented an automatic share purchase plan (ASPP) effective January 1, 2022, to facilitate share buybacks during blackout periods[85]. - A Dividend Reinvestment Plan (DRIP) was announced in October 2021, allowing shareholders to reinvest dividends into common shares starting from November 2021[86]. - The company remains debt-free and has paid its inaugural dividend, reflecting strong financial health and commitment to returning value to shareholders[162]. Market Conditions - Average gold price for the three months ended September 30, 2022, was $1,729 per ounce, a 3% decrease from the same period in the prior year[15]. - Average silver price for the three months ended September 30, 2022, was $19.23 per ounce, a 21% decrease from the same period in the prior year[17]. - The average exchange rate for the three months ended September 30, 2022, was 1.3056 US$/C$, compared to 1.2600 US$/C$ in the prior year[12]. - Market gold price for streams was $1,824 per ounce for the nine months ended September 30, 2022, compared to $1,800 per ounce in the prior year[134]. Forward-Looking Statements - The forward-looking information is based on management's opinions, estimates, and assumptions regarding historical trends and current conditions[200]. - Assumptions include expectations for current and future market conditions and the execution of business strategies[200]. - There is no assurance that the underlying opinions, estimates, and assumptions will prove to be correct[200]. - Risks and uncertainties may cause actual results to differ materially from the forward-looking information[200]. - The ongoing operation of properties in which the company holds interests is expected to continue without interruption[200]. - The accuracy of public statements made by property owners or operators is critical for future projections[200]. - Mineral resources that are not classified as reserves do not demonstrate economic viability[200]. - Inferred resources are considered too geologically speculative for economic considerations[200]. - The company acknowledges the potential for known and unknown risks affecting future performance[200]. - The forward-looking statements are not historical facts but represent management's expectations for future events[200].
Triple Flag Precious Metals (TFPM) - 2022 Q2 - Earnings Call Transcript
2022-08-11 16:33
Triple Flag Precious Metals Corp. (TRFPF) Q2 2022 Earnings Conference Call August 10, 2022 10:00 AM ET Company Participants Shaun Usmar - CEO Sheldon Vanderkooy - CFO James Dendle - VP, Evaluations and IR Conference Call Participants Fahad Tariq - Credit Suisse Josh Wolfson - RBC Capital Markets Greg Barnes - TD Securities Cosmos Chiu - CIBC Tanya Jakusconek - Scotiabank Brian MacArthur - Raymond James Mikel Abasolo - Solo Capital Management Operator Hello. My name is Lisa, and I will be your conference ope ...
Triple Flag Precious Metals (TFPM) - 2022 Q1 - Earnings Call Transcript
2022-05-13 22:25
Triple Flag Precious Metals Corp. (TRFPF) Q1 2022 Earnings Conference Call May 11, 2022 8:30 AM ET Company Participants Shaun Usmar - Chief Executive Officer Sheldon Vanderkooy - Chief Financial Officer Eban Bari - Vice President, Finance James Dendle - Vice President, Evaluations & Investor Relations Katy Board - Vice President, Talent & ESG Conference Call Participants Tanya Jakusconek - Scotiabank Global Banking and Markets Shane Nagle - National Bank Greg Barnes - TD Securities Operator Good morning. My ...
Triple Flag Precious Metals (TFPM) - 2022 Q1 - Earnings Call Presentation
2022-05-11 18:47
TRIPLEFLAG PRECIOUS METALS GROWING A MAJOR PRECIOUS METALS STREAMING AND ROYALTY COMPANY May 11, 2022 Q1 2022 Results Presentation TSX:TFPM (C$) | TSX:TFPM.U (US$) TSX:TFPM (C$) | TSX:TFPM.U (US$) CAUTIONARY STATEMENTS This presentation does not constitute an offer to sell or a solicitation of an offer to purchase any security in any jurisdiction Forward-Looking Information This presentation contains "forward-looking information" within the meaning of applicable Canadian securities laws. Forward-looking inf ...
Triple Flag Precious Metals (TFPM) - 2021 Q4 - Earnings Call Transcript
2022-02-23 20:50
Triple Flag Precious Metals Corp. (TRFPF) Q4 2021 Earnings Conference Call February 23, 2022 10:00 AM ET Company Participants Shaun Usmar - Founder and Chief Executive Officer Sheldon Vanderkooy - Chief Financial Officer James Dendle - Vice President of Evaluations and Investor Relations Conference Call Participants Fahad Tariq - Credit Suisse AG Greg Barnes - TD Securities Cosmos Chiu - CIBC Capital Markets Tanya Jakusconek - Scotiabank Global Banking and Markets Operator Good day, and thank you for standi ...
Triple Flag Precious Metals (TFPM) - 2021 Q4 - Earnings Call Presentation
2022-02-23 15:15
TRIPLEFLAG PRECIOUS METALS AN EMERGING SENIOR STREAMING AND ROYALTY COMPANY February 23, 2022 2021 Results Presentation TSX:TFPM (C$) | TSX:TFPM.U (US$) TSX:TFPM (C$) | TSX:TFPM.U (US$) CAUTIONARY STATEMENTS This presentation does not constitute an offer to sell or a solicitation of an offer to purchase any security in any jurisdiction Forward-Looking Information This presentation contains "forward-looking information" within the meaning of applicable Canadian securities laws. Forward-looking information ma ...