Good day, and thank you for standing by. Welcome to the Dundee Precious Metals conference call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question-and-answer session. To ask a question during this session, you will need to press star one one on your telephone. You will then hear an automated message advising you your hand is raised. To withdraw this question, please press star one one again. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Jennifer Cameron. Ms. Cameron, please go ahead.
Thank you, and good morning. Joining us today are David Rae, President and CEO, along with members of our executive team, including Navin Dyal, Chief Financial Officer, and Michael Dorfman, Executive Vice President, Corporate Development. Before we begin, I'd like to bring to your attention the fact that we will be making forward-looking statements during this presentation, which are subject to the forward-looking qualification, which is detailed in our news release and incorporated in full for the purposes of today's call. Certain financial measures referred to during this call are not measures recognized under IFRS and are referred to as non-GAAP measures. These measures have no standardized meanings under IFRS and may not be comparable to similar measures presented by other companies. These measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures prepared in accordance with IFRS.
Please refer to the non-GAAP financial measures section of our most recent MD&A for reconciliations of these non-GAAP measures. I'll now turn the call over to David Rae.
Good morning, everyone, and thank you for joining us. We're excited to discuss our agreement to acquire Osino Resources, the owner of the Twin Hills project in Namibia. It's not often that an acquisition comes along that offers a strong natural fit with our existing portfolio, a relatively low-risk, advanced stage development project, and offers near-term production growth, along with excellent exploration upside. We believe that Twin Hills provides all of this in a clear and compelling value proposition for DPM and our shareholders. This morning, members of our executive team and I will be walking you through the strategic rationale for this transaction, highlighting the terms of the agreement, and outline some of the key attributes of the project. There are a number of reasons why they're the right acquisition for DPM.
Twin Hills is located in Namibia, a mining-friendly jurisdiction that we know very well and where we have successfully operated since 2010. The acquisition enhances our growth profile, which will now include two high-quality gold discoveries with Twin Hills and Čoka Rakita in Serbia. It offers significant exploration upside potential in the highly prospective Damara Belt. It leverages our financial position and ability to fund development pipeline internally while maintaining our attractive dividends. It is well aligned with DPM's core strengths and unique capabilities to generate value. I'll now pass the call over to Michael Dorfman to discuss the terms of the transaction and strategic rationale in more detail.
Thanks, Dave. Briefly, regarding the terms of the transaction, which we have outlined on slide 5 of the webcast presentation, the acquisition is structured as a plan of arrangement whereby each of the issued and outstanding shares of Osino will be exchanged for consideration of CAD 0.775 in cash and 0.0801 of a DPM common share per Osino share, for a total implied value of CAD 1.55 per Osino share. The total equity value of the acquisition at the offer price is approximately CAD 287 million, and Osino shareholders will own approximately 7% of the pro forma shares outstanding upon completion of the transaction. Osino and Twin Hills feature several attributes that we believe fit extremely well with our current portfolio.
It is a multimillion-ounce gold deposit with 2.2 million ounces of proven and probable reserves and a large mineral resource base, which was fast-tracked to the preconstruction stage within four years. The feasibility study, completed by Osino in June, outlined an open-pit project producing an average of 175,000 ounces of gold annually in the first five years and over 160,000 ounces of gold over a 13-year mine life, along with a straightforward processing flow sheet and robust economics. With permitting substantially complete and engineering work well advanced, first production is targeted for the second half of 2026, adding near-term growth to DPM's production profile, as Ada Tepe's production is expected to decline, with further growth potential expected from Čoka Rakita , where we announced a maiden resource of 1.8 million ounces last week.
In addition to the Twin Hills project, we will also be acquiring a substantial land package in the highly prospective Damara Gold Belt, providing further upside potential, which we will discuss in more detail. I will now turn the call back over to Dave.
Thanks, Michael. In terms of our plans to advance the project, we will be building on the great work completed by the Osino team to date. This includes making the initial discovery in 2019 and advancing the project to the detailed engineering stage. In addition, Osino successfully acquired and reported a maiden mineral resource of 900,000 ounces at the Ondundu project in 2022, and also made a new grassroots discovery at Eureka earlier this year. The Osino team has also built strong relationships with local stakeholders in line with DPM values through the establishment of the Twin Hills Trust and other initiatives supporting local communities. We intend to advance all remaining engineering for Twin Hills, targeting a construction decision by the third quarter of 2024.
Over this period, we will also be pursuing opportunities to refine and optimize the mining, construction, and execution aspects of the project, given our development and operating experience... In parallel, we will be reviewing the construction timeline, which is currently targeting first production in the second half of 2026, as well as continuing to pursue exploration upside near Twin Hills and in the broader region. In addition to near-term production from Twin Hills, we see a lot of potential to unlock additional value through exploration. The Osino team has assembled an impressive 8,000 square km package, which, in addition to Twin Hills, includes the Ondundu deposit, the recent high-grade Eureka gold discovery, and multiple other drill-ready targets across a substantial license package.
Our activities will be focused on further defining the near mine potential at Twin Hills along strike and at depth, delineating the mineral resource potential at the Eureka discovery, and investing potential upside at the Ondundu deposit, and further exploration on other regional targets. At Twin Hills, there is a potential to continue the trend of great improvement through infill drilling and to pursue further extensions at depth and along strike. All zones remain open at depth and are largely untested below the 200-400 m level, while Twin Hills West also remains open laterally. Furthermore, there is relatively untested land package surrounding Twin Hills with a 25 km radius of the project. Sorry, within a 25 km radius of the project, there are known gold occurrences and soil anomalies with drill-ready targets, which will be a focus for further exploration activities.
In August of 2023, the Osino team announced the new Greenfields discovery at Eureka, which is located 35 km northeast of the Ondundu deposit. Highlights from drilling included 47 m at 5.9 g per ton of gold, including 27 m at 8.7 g per ton, and the target remains open in multiple directions. Surface and geophysical exploration continues on several additional magnetic anomalies, highlighting potential to add further zones. Overall, we're excited by the exploration potential this acquisition has added to our portfolio and the opportunity for us to leverage the strength of our combined exploration teams. As I mentioned earlier, DPM has had a presence in Namibia since 2010. The country is very mining-friendly, with a long history of mining and strong political and social support for the mining industry.
DPM has been operating the Tsumeb smelter in Namibia for over 13 years and has established strong relationships with the governments and local communities. Just prior to announcing the deal this morning, along with Heye Daun, CEO of Osino, and Zebra Kasete, DPM's Managing Director for Namibia, I had the opportunity to update the President of Namibia and senior members of his cabinet on the transaction and DPM's plans for this new mining investment in the country. I am confident that this transaction will mark a new chapter in what has been a very constructive relationship with the Namibian government. It also allows us to leverage our strong local partnerships in Namibia, which have established over many years, as well as build on the great foundation the Osino team has created with the community surrounding Twin Hills.
We look forward to continue building on these strong relationships in country and work together with our stakeholders to ensure the project delivers sustainable benefits to the local communities. The project is also a strong fit with our greenhouse gas reduction commitments, considering it in a favorable jurisdiction of the solar power and renewable energy, which was contemplated as part of the feasibility study. This acquisition further positions DPM as a leading intermediate gold producer with exceptional assets and growth profile. Our portfolio will include a strong, high-margin production base from Chelopech and Ada Tepe, which continues to generate strong free cash flow.
A growth pipeline now supported by two new high-quality gold discoveries, including the advanced stage Twin Hills project, as well as DPM's high-grade Čoka Rakita deposit in Serbia, where we recently announced and made an inferred mineral resource estimate of 1.8 million ounces of gold just 11 months after announcing the discovery, and where we have recently initiated a PEA for the project. We've illustrated an indicative view of our longer-term production profile, demonstrating the growth potential of our portfolio. Twin Hills provides near-term production growth commencing in 2026, with additional medium-term growth potential from Čoka Rakita, which will be further defined as we complete the PEA targeted for the second quarter of 2024.
In addition, we will have a number of additional prospects that offer longer-term optionality and upside potential, including Eureka and Ondundu in Namibia and Loma Larga and Tierras Coloradas in Ecuador. I'll now ask Navin to provide a few comments on our balance sheet.
Thanks, Dave. In terms of financing, DPM is in a very strong financial position. We are generating significant free cash flow from our existing assets. We have CAD 163 million of cash on hand and an undrawn CAD 150 million revolving credit facility and no debt. This provides us with the financial strength to fund our growth pipeline internally with existing cash and future cash flows, while also maintaining our attractive dividend. We are in the process of refining our budget for 2024 to take the transaction into account, as well as projects' critical path items that are scheduled for the year. We will provide an update on our projected capital spend related to Twin Hills for 2024, along with our guidance and updated three-year outlook in February. I now pass the call back to Dave for his concluding remarks.
Thanks, Navin. To conclude, we believe this transaction offers DPM a unique low-risk growth opportunity. We're acquiring a high-quality project that will add near-term gold production starting in 2026, as well as strong exploration potential in a highly prospective gold belt.... For DPM and our shareholders, this represents a key next step in our growth strategy and positions us as a growing intermediate gold producer. In closing, I'd like to acknowledge Heye Daun's entire team's success in discovering and advancing the Twin Hills to this point. I should add that this is actually the second such success in Namibia, with Otjikoto currently under B2Gold's banner, being the first, and that's an exceptional performance in Namibia.
We believe DPM has the people, the expertise, and the resources to build on their efforts and work with their successful team in country to move the Twin Hills project forward, while continuing to advance exploration to define further growth opportunities. I'd now like to open the call to questions.
Thank you. As a reminder, to ask a question, please press star one one on your telephone and wait for your name to be announced. To withdraw your question, please press star one one again. One moment while we compile our Q&A roster. Our first question is gonna come from the line of Wayne Lam with RBC. Your line is open. Please go ahead.
Hey, thanks, guys. Pretty interesting transaction that I think leverages your operating history in Namibia. I'm just wondering, maybe if you could kind of give us maybe a sense of what needs to be optimized from the Osino DFS, and how you kind of view the CapEx number at $365 million for the 5 million ton operation, which seems a bit light when compared to some of the other projects in construction. Can you give us a sense of how you guys view the costs and the CapEx and the operating numbers from the DFS?
Did you want to take that, Michael?
Sure. Thanks, Wayne. We're going to be reviewing the CapEx in advance of working towards a construction decision in the second half of 2024. Twin Hills is mostly complete, has mostly completed its basic engineering, and the current estimate is based on updated quotes. So from that perspective, we see, you know, the estimate as quite sound. We do see some areas that could come in higher in the areas of processing, infrastructure, and indirects, but these will be manageable. So this is going to be reviewed as part of the working towards the construction decision in 2024. But overall, we see this as a very well-defined project with a logical flow sheet in a very straightforward location.
In terms of the second question that you mentioned, what we see as the potential for optimization, we do see the trend of, you know, an increased grade during the course of infill drilling that has been demonstrated over the last couple of press releases that Osino has put out. So that has the potential to generate improved economics. We also see some potential to optimize the mine plan going forward. And of course, we see lots of potential with the vast exploration package that we're going to be acquiring.
Okay, perfect. Thanks. And then maybe just in terms of, you know, what this means for Čoka Rakita in terms of timeline, you know, how are you guys thinking about this, the project? And obviously, Twin Hills helps to address Ada Tepe coming off in, call it late 2026. You know, would that lead to sequencing of Čoka Rakita directly behind that? And just how, how are you thinking about the sequencing of the growth portfolio here?
We have the capability of building those projects at once. They're in different jurisdictions with different teams. So, you know, these things naturally tend to move in their own direction in terms of timing, but we're quite confident with these two that we're able to bring these things in slightly offset but having the capability to deliver both in parallel. It's certainly not capital constraint, and we will be making sure that there's no project delivery constraint.
Okay, great. Yeah, that's all for me. Thank you very much.
Thank you. One moment as we move on to our next question, please. Our next question is going to come from the line of Eric Winmill with Scotiabank. Your line is open. Please go ahead.
Great. Thanks for taking my question, and congratulations on the deal. Just a question from my side. I wonder if you can comment on the due diligence process. I mean, I know you've been in Namibia for a while, so, I mean, you've been here for a while. I assume your team has done a lot of work already on it. Anything that's coming out in the early stages in terms of, you know, metallurgy and design considerations, things like that be helpful. Thanks.
Yeah, I can comment on that area.
Go ahead.
This is a project that we've been following for many years at this point, actually going back to, I think, before it even had its first resource. So we've been following the progress of the project very actively, and have done a lot of due diligence going, you know, from the resource to the mine plan, to the metallurgy processing flow sheet, and CapEx estimate, and we're very, very comfortable with everything that's gone into this project. So like I said, you know, we've been following the project from, you know, all stages of engineering up until now. And that's just, you know, been our due diligence process.
Just maybe to add to that, Michael, if there's anything that, in Namibia, of course, it is a very, say, it's a semi-arid country, and you need to pay attention to water, you pay attention to energy. Whereas in the fortunate position, there's terrific solar, opportunity. But what we will is pay attention in terms of the delivery timeline to the addition of additional water and the provision of both of these, look to be set to come in, in timing the ambition, which is the second half of 2026. Initial commissioning and then commencement of operation. But those will be something we'll need to be a more opportunity, because maybe any potential risk to timelines.
Sorry, Dave, your call kind of broke up a little bit there. Eric, perhaps we can, we'll take that offline, and we can follow up with you.
Okay, great. Yeah, thank you. Much appreciated. Maybe just one more quick one from me, if you don't mind. I know earlier this year, there was some talk about maybe the government getting involved in the ownership stakes. Any comments there? I assume obviously you've already had discussions with the government in that respect.
I'll try this, and if this breaks up, feel free to jump in. We're not anticipating that is gonna be something that we will see. We're the same commentary. We're not hearing that from the government. It's quite clear what we need to do. We have a mining permit, and there are a few clear conditions that we need to achieve that we're not anticipating will be a problem. And of course, there will be a BEE ownership to this. It's a 5% component in total, of which Osino has already done a good job in covering part of that. So we'll be looking at exactly what we intend to do to close that particular gap. We're not anticipating any issue with the government looking for a participation.
Great. No, thank you so much for that. I really appreciate it. So, yeah, congrats on getting on the deal, and I'll hop back to you. Cheers.
Okay.
Thank you, and one moment as we get our next question. Our next question is gonna come from the line of Jeremy Hoy with Canaccord Genuity. Your line is open. Please go ahead.
Hi, good morning, everyone. Just a quick question for me. You mentioned that permitting was substantially advanced at this point. I was wondering if you guys could provide a bit more color there. You know, what's been completed already, what's outstanding, and the timeline, please.
Sure, I can provide some-
Michael, did you want to? Thanks, Michael, go ahead.
I can provide some color there. The project is substantially permitted. Osino did receive its mining license this year, and that enables the company to commence construction. So there are some site-level permits that are gonna be required over the course of the build, but the project is substantially permitted from that perspective.
Okay, well, that's great. Thanks for the clarification. That was it for me, and I'll step back in the queue. Thanks.
Thank you. One moment as we move on to our next question. Our next question comes from the line of Bereket Berhe with Beacon Securities. Your line is open. Please go ahead.
Thank you. David and team, congratulations on acquiring such a quality asset at these attractive valuations. We're familiar with Osino, and Twin Hills Central, and we do see the best fit nature of the asset with DPM and its history in Namibia. But one thing I was wondering is, given that you have a significant capital investment in Namibia already, and the nature of that investment being a smelter, fairly different from what you're doing, what you're attempting to do here, build another mine. Are there any synergies there that you can utilize? And also, is there a tax pool that you can benefit from or anything like that you can update us on?
Navin, did you want to comment about tax pool?
The tax code? Yes, absolutely. So, with respect to the smelter, the smelter is under a favorable regime that's been in place for a number of years now, in which we don't pay any income taxes or VAT. However, with respect to Osino, they are not under that similar code. They will be paying income taxes at a rate of 37.5%, as well as VAT, and there is a government royalty that's applied to that, as well as export duty. So in terms of synergies on, with respect to taxes... Well, they're very different operations. Smelter not covered by the mining code, while the Osino is. That helps.
This transaction wasn't considered in terms of synergies. The synergies are relatively small.
Yeah, no, that would be my expectation. I was just wondering if you could benefit from any tax pools that you have there. But in terms of financing the project, I realize you have, you know, a few fairly developed assets that you're looking to take to production here, three of them now with Twin Hills. Going forward, I don't know if you've mentioned this before. Do you anticipate taking some sort of debt financing to complete, say, Čoka Rakita, Twin Hills, and maybe even potentially Loma Larga? And I assume Loma Larga will be pushed further down the line. But if you can update or give us any insight into this, it would be helpful.
Yes, that, the last comment around Loma Larga being further down the line is correct. With respect to debt financing, no, we don't anticipate requiring any debt financing to advance Osino, Twin Hills, as well as Čoka Rakita.
Okay. No, that's it for me, and, congratulations again.
Thank you. And again, if you would like to ask a question at this time, please press star one one on your telephone. One moment for our next question. And our next question comes from the line of Daniel McConvey with Rossport Investments, LLC. Your line is open. Please go ahead.
Yes. Good morning, congratulations on the deal, Dave and everyone. Question on sizing. Are you looking in part of your due diligence to change the sizing of the mining and the processing facility? Is there any scope there for alterations?
Morning, Daniel. At this point, we do not contemplate changing the size of the project. The project is very well advanced, you know, as well through basic engineering. We're comfortable with the sizing of the plant. At this point, we're staying with the current engineered design.
Okay, great. Thank you.
Thank you. I'm showing no further questions, and I'd like to hand the conference back over to Jennifer Cameron for any further remarks.
Thank you everyone for joining us today. The members of our team are available to take any additional questions, and we look forward to catching up over the course of the week and into the new year. Thanks, and take care.
This concludes today's conference call. Thank you for participating. You may now disconnect.