AGM 2020

Jun 2, 2020

Press Release

Good morning, ladies and gentlemen. Thank you for joining us today. My name is Warrick Morley Jepsen, and I am the Chair of the Board of Wesdome Gold Mines. I will preside as Chair of this Annual General and Special Meeting of Shareholders in accordance with the company's bylaws. On behalf of the Board and management of Wesdome, we wish to thank all of our shareholders for their continued support as the company navigates through what are certainly unprecedented times. While we would have liked to have hosted our 2020 Annual General and Special Meeting in person as we have done historically, health and safety are always our top priority. And so for this reason, we have opted to hold the Annual General and Special Meeting as a hybrid agenda this morning. Today's agenda will consist of the formal business of the meeting, followed by a presentation by Duncan Middlemas, our President and Chief Executive Officer, and we will conclude with a question and answer period. Questions may be submitted in writing using the question and answer box on your screen and pressing the Enter key to submit. Before we commence the formal business of the meeting, I would like to introduce the other members of our outstanding Board of Directors. First, please allow me to introduce Charles Main. Chuck joined the Board in June of 2017 and he is currently the Chair of the Audit Committee and a member of the Compensation and Human Resource Committee. Thanks, Mark, and good morning. Next, we have Duncan Middlemas. Duncan joined the Board of Westdome in June 2016 and was appointed as President and Chief Executive Officer of the company in August 2016. Good morning. Next, we have Nadine Miller, who joined the Board in February of 2016. She is currently the Chair of the Governance and Nominating Committee and a member of the Order Committee and the Technical Safety and Sustainability Committee. Hello, everyone. Then we have Brian Skanderbeg, joined the Board in May of 2019. He is currently the Chair of the Technical Safety and Sustainability Committee and a member of the Governance and Nominating Committee. Hello and good morning. Next, please meet Bill Washington. Bill joined the Board in June of 2016, and he is currently Chair of the Compensation and Human Resource Committee. And he is also a member of the Order Committee and the Governance and Nominating Committee. Good morning. I would now like to introduce a new director candidate, Edi Tomi. Edi was most recently the President and Chief Executive Officer of the Association of Mineral Exploration in Vancouver. She has extensive management experience in the area of sustainability, and we look forward to welcoming her to the Board. Good morning. Thank you, Warrick. Finally, I would like to introduce Heather Laxton, who is our Chief Governance Officer and Corporate Secretary of the company. Thanks, Warwick. Good morning, everyone. I now call to order this Annual General and Special Meeting of the shareholders of the company. I ask Heather Lechsen to act as secretary of the meeting. I further ask Roxanne Prasad of CompuShane Vester Services, the company's transfer agent to act as scrutineer for the meeting. Roxanne is off screen. However, she will be reporting on the number of shareholders present in person or by proxy for the purpose of the establishment of a quorum and will tabulate the votes on any ballot taken at this meeting. I will now ask the Secretary to report on a few formal matters relating to the holding of this meeting. Thanks, Mr. Chair. The notice calling this Annual General and Special Meeting of Shareholders was dated April 20, 2020, and was mailed to shareholders along with the company's management information circular and the form of proxy on April 28, 2020. During the course of this meeting, reference may be made from time to time to matters discussed in the management information circular. If any shareholders are unclear as to the meaning of certain terms, please refer to the management information circular, which is available on the company's website and on SEDAR. Finally, pursuant to Section 910 of the bylaws of the company, quorum for the transaction of business at a meeting of shareholders is 2 individuals present in person, each being a shareholder entitled to vote at the meeting or a duly appointed proxy or proxy holder for an absent shareholder that is entitled to vote, holding or representing in the aggregate not less than 10% of the issued shares of the company enjoying voting rights at the meeting. Thank you, Madam Secretary. I request that you table and attach to the minutes of this meeting the proof of mailing indicating that the notice of Annual General and Special Meeting, the management information circular and the formal proxy were properly mailed to shareholders. I understand the scrutineers preliminary report has now been provided. The report shows that there are present at this meeting 255 shareholders in person or represented by proxy, representing an aggregate of 71,804,870 common shares for total representation in person and by proxy of 51.86 percent of the issued and outstanding shares of the company. Thank you, Madam Secretary. I ask that you please attach a copy of the scrutineers' final report on attendance to the minutes of this meeting. I now, therefore, declare that a quorum is present and that this meeting is properly constituted for the transaction of the business for which it was called. As stated in the notice of the meeting, there are 4 proposals to be voted on today, being the reappointment of Grant Thornton LLP as independent auditors of the company for the fiscal year ending December 31, 2020 the election of the directors of the company for the ensuing year the approval of the company's 2020 Omnibus Equity Incentive Plan and the advisory votes to approve the Board's approach to executive compensation. Each of the above proposals is discussed in detail in the management information circular. For the purposes of the meeting today, voting will be conducted via show of hands. In order to expedite the formal business of the meeting, we have arranged for certain shareholders or their proxies to make and second the formal motions at the appropriate time. I now place before the meeting the audited consolidated financial statements of the company for the financial year ended December 31, 2019, and the auditors report thereon. It is not proposed to our shareholders to approve the financial statements, but management of the company would be pleased to answer any relevant questions concerning the financial statements following the meeting. The first matter to be dealt with is the approval of the reappointment of Grant Thornton LLP to serve as auditor of the company until the next annual meeting of the shareholders and to authorize the directors to fix the auditors' remuneration. I will ask for a motion to approve these matters. I so move. I second the motion. You have 3rd. The motion has moved and seconded. Is there any discussion on the motion? As those in favor of the motion, please signify your approval by raising your hand. Any contrary carried, I declare that Grant Thornton LLP is appointed auditors of the company and that the Board is authorized to fix their remuneration. The next item of business is the election of the Directors of the company to hold office until the next annual meeting of the shareholders of West Elm or until their successors are elected or appointed. The management information circular was mailed to shareholders, contains the names of 7 nominees. The process of voting will be on an individual basis. Shareholders can vote for or withhold from voting on the election of individual directors. The company's bylaws require advanced notice to the company of nominations of directors for election at an annual general meeting of shareholders of no less than 30 days prior to the date of the annual meeting. Since no such nominations were received by the company, only the nominees set out in the management information circular are eligible for election. As indicated in the circular, 6 directors are standing for reelection at this meeting, and a new director nominee has been named in the circular for a total of 7 nominees. For the sake of convenience, I now place in nomination for election as Directors the following individuals: Charles Main Duncan Middlemas Nadine Muller Warwick Morley Jepsen Brian Skanderbeg, Edi Tomy and Bill Wilson, Washington. I now request a motion that the individual so nominated be elected directors of the company to hold office until the next annual meeting of shareholders or until their successors are elected or appointed subject to the company's articles and bylaws. I so move. I second the motion. You have heard the motion has moved and seconded. Is there any discussion on the motion? All those in favor of the motion, please signify your approval by raising your hand. Any contrary? The motion is carried. I declare that the following nominees have been elected as Directors of the company: Charles Main, Duncan Middlemass, Nadine Miller, Warwick Morley Jepsen, Brian Skanderbeg, Eddy Tomy and Bill Washington. The next matter to be dealt with at this meeting is the approval of the company's 2020 Omnibus Equity Incentive Plan, the full text of which is set out in Schedule B of the management information circular. The equity plan was developed with the assistance of the Board's external compensation consultant and the company's legal counsel, and it is consistent with the guidelines of both Glass Lewis and Institutional Shareholders Services. As stated in the circular, to be passed, this item must be approved by a simple majority of the aggregate number of votes cast at this meeting by shareholders present in person or represented by proxy. I will now ask for a motion to approve the resolution regarding the adoption of the 2020 Omnibus Equity Incentive Plan as set forth beginning on Page 18 of the management information, Sekir. I so move. I second the motion. You have heard the motion as moved and seconded. Is there any discussion on the motion? All those in favor of the motion, please signify your approval by raising your hand in any country. Carried, I declare that the 2020 Omnibus Equity Incentive Plan is hereby approved. The final matter to be dealt with is consideration of an advisory vote to approve the Board's approach to executive compensation disclosed in the company's management information circular. I will ask for a motion to approve the non binding resolution as set forth beginning on Page 19 of the Management Information Circular. I so move. I second the motion. You have heard the motion has moved and seconded. Is there any discussion on the motion? All those in favor of the motion, please signify your approval by raising your hand. Any contrary? Carried, I declare that on an advisory basis and not to diminish the role and responsibilities of the Board, the non binding motion approving the Board's approach to executive compensation is passed. As the formal business of the meeting of shareholders of the company has now been completed, I will ask for a motion to terminate the meeting. I so move. I second the motion. Thank you. As there is no other business coming before this meeting, I declare the meeting terminated. I would now like to introduce Duncan Middlemas, our President and CEO of the company, to proceed with a brief presentation to review some corporate highlights. Great. Thanks, Warwick. 1st and foremost, I would like to take this opportunity to extend my thanks to our Board of Directors for their continued support, in particular, during these uncertain times. And on behalf of the management team, I would like to congratulate Edie on her election to the Board and extend a warm welcome. I would also like to extend my sincere thanks to each and every member of the West Elm team. This company is a testament to the hard work and dedication of our employees. And for this, I am grateful and appreciative. Now, before proceeding with the presentation, I would like to take this opportunity to introduce our accomplished senior management team. Marc Andre Pelletier joined West Elm in February 2017 and is the company's Chief Operating Officer. Hi, everyone. Scott Gilbert joined Westin in December of 2018 as Vice President, Financial Systems and Cost Control and was appointed to the role of Chief Financial Officer on April 1 this year. Good morning, everyone. Mike Michaud is our Vice President of Operations. Mike joined the company in September of 2017. Thanks, Duncan, and good morning, everyone. Stacy Kimmitt joined Westdome in April 2017 as Vice President of Human Resources. Good morning, everyone. Lindsay Dunlop joined West Home in August of 2014 and is the company's Vice President of Investor Relations. Hi, good morning, everyone. And of course, you've already been introduced to Heather Laxton, the company's Chief Governance and Corporate Secretary, who joined West Home in January of 2016. Thanks, Duncan. Great. I'll proceed with the presentation. 1st and foremost, I think it's a real pleasure to be in front of the shareholders in order to give them an update as to the progress of the company. 2019, as we're all aware, was a very strong year in terms of performance operationally, exploration. Financially, it was very strong year. So with that, I will get into the presentation and go over some of the highlights. And during this presentation, there will be some forward looking statements. So when we look at the strategy of the company, it's been as such for the last 2 years. And building Canada's next mid tier gold producer is a very executable, it's a timely and a very, I'd say, value added strategy for the company. Obviously, our assets in Ontario and Quebec, world class jurisdictions. They recently announced Kiena PEA coming in at 102% IRR, very strong, certainly helps to de risk the company and restart becomes likely at this point. In terms of departing from a single asset entity into 1 with 2 producing assets certainly is huge for this company. And Eagle River is funding the entire exploration program, the Kiena development project and adding to cash right now. It's been certainly a very exciting year. When we look jurisdictionally, Ontario and Quebec, I mean, our 3 assets, the first asset at Forest Eagle River on the North Shore of Lake Superior, just outside of the town of Wawa. Eagle River has seen a lot of upside in the past couple of years throughout, I would say, exploration emphasis and operational integrity. We are at the point where we've been able to get our reserves from 400,000 ounces up to 550,000 ounces and increase the grade and also increase the resources. This is really setting the stage for what I believe to be a very sustainable operation. Tying back into the strategy, what we really, really require from Eagle River is to produce at least 100,000 ounces. Last year, the company did almost 92,000 ounces from this asset. This year's guidance is 90,000 to 100,000 ounces and we feel comfortable as it is that we are going to definitely be within guidance. You can see the free cash flow generation for the company. And again, this is after a $25,000,000 investment into the Kiena mine of $6,600,000 So 2019 was certainly a very good year for Eagle River, there's no doubt. Off to Val d'Or, Quebec, what we see here is the Kiena Gold Mine. It's our advanced exploration project that we have. Kiena is certainly a special project in that it's entirely built, entirely permitted, great past producer. And we've been able to find some very high grade mineralization there. The resources throughout the period 2018 to 2019 have increased substantially. We now have nearly 740,000 ounces of high grade resources in the A zone, 400,000 ounces of that would be in the indicated category at about 18.5 grams and the other 340,000 ounces in the inferred category at about 15.2 grams. So very high grade situation, very anomalous to the camp, really. The Kiena mine was a 4.5 gram head grade throughout its existence, producing 1 0.75000000 ounces. And off to our 3rd asset, Moss Lake. Moss Lake is an excellent asset. It's just one right now which the company is unable to focus entirely on. We believe that strategy becoming mid tier is a lot more time efficient in terms of optimizing the Eagle River mine and trying to get to Kiena into production in the near term. Moss Lake, it really doesn't cost the company any money and we are definitely looking at all sorts of options for When we look corporately where we are, 138,000,000 shares outstanding. You can see the market capitalization dollars 1,500,000,000 quite a change since the start of 2019. Cash position currently is sitting at $49,400,000 I don't believe the company has been in any better situation from a cash perspective. We really have no debt. We've got an existing revolving line of credit for $45,000,000 We've got very supportive analysts all throughout, you can see on the right side of the screen. And the shareholding is 55% institutional, 45% retail, which I believe to be a very strong shareholder due to the indices. When we look at our 2019 share performance, we started the year at about $4.40 ended up the year at just over $10 It was an excellent year. It was an excellent year in terms of operational performance and exploration results. I do believe that the investors and the market really understand the tangibility of us getting to our mid tier aspirations. When we look at the share price performance versus the indices, of course, we compare well also, again, a strong year in 2019. 2019 achievement and highlights, production increased 28% over the out of 2018. Actually, we've nearly doubled production since 2016. Cash costs decreased by 9%. Eagle River Complex free cash flow generation of $48,400,000 again funding the company and its aspirations. Free cash flow generation of CAD6.6 million, net income increased 2.7 times over that of 2018. Operating cash flow increased by 1.5 times over 2018. The reserves up by 36%, net of 92,000 ounces depleted and the resources are also up by almost 3.6 times. So looking at the performance of the exploration, I'd have to say that that's where it all starts. I think that this company has done a very good job in terms of recognizing that the geological assets we have are worthy of expending $20,000,000 this year. We're also included in the Toronto Stock Exchange inaugural TSX 30, which is a flagship program recognizing top performing TSX stocks over a 3 year period on dividend adjusted share performance. And we also got it added to the GDX. In terms of Eagle River, again, there is the reserve statement as of this year, 550,000 ounces at 14.4 grams. Previously, it was about 400,000 ounces at 12 grams. So we've seen both an increase in ounces and in grade. The resources, especially the measured and indicated are starting to increase, which is really the plan for sustainability. Q1 production was a strong year. We strong quarter, pardon me. We sold 26 1,500 ounces at an average price of CAD2,162 per ounce. Exceeding our own expectations from our budget, we had actually budgeted 2020 to be around CAD1885 so we're quite pleased with the gold price in this environment. As we can see, compared to the Q1 of 2019, there's been substantial improvement operationally. I alluded to the exploration program and our focus on it, driving value. Currently, Eagle River has got 5 drills operating underground and 2 on surface. We are exploring the trends of the parallel zones that we've discovered on the western side of the diorite and we're getting great results there in terms of continuation of finding the high grade 303 lens at depth, the 7 lens, the 300 lens and tying into the surface exploration program, the Falcon Zones. I think the exciting thing about the Falcon Zone is what you can see is from an underground platform off the 772 level, we're able to actually link up the mineralization of the Falcon zone with that from the mine. So as you can see, 160.5 grams over 3.9 meters is a fairly strong result and something that we believe is going to continue. I suppose the focus of all this is really to get the mine up to 800 tonnes a day as a starting point. Currently, the mine is producing at about 500 tonnes per day with the additional mill feed coming from the Mishi open pit. However, we do aspire to get 800 tonnes a day coming from the Eagle River high grade mineralization. This would then drive our production up into towards 120,000 ounce per annum range. What I mentioned before was the Eagle River surface exploration program, the Falcon zones. Eagle River sits on a 20 kilometer long shear zone, which the Eagle River mine resides within this intrusive diary. We had only started to do a regional exploration program and quite frankly only got about 300 meters outside the mine when we hit the Falcon zone. We do believe we have a lot of exploring to do here. We have known gold occurrences throughout this 20 kilometer trend. We're in the process right now of putting plans together in order to do an evaluation of what we have. We do believe, however, this is a highly prospective under explored area. Off to the Kiena mine, there's a fantastic picture of Kiena right there. What you see is great infrastructure. This mine was built by Falconbridge Gold in the early '80s, taken over by Placerdome and operated till 1997 by them. The mill is fully permitted, 2,000 tonne per day mill. The mine has never been flooded. The shaft goes down to 9 30 meters with the ramp system now almost approaching 1100 meters deep. The exploration program going on here underground has happened since 2016 when we were in the process of discovering some very high grade mineralization, which quite frankly we didn't understand. We now have a very good understanding of that system. We do believe it's a Rydell share that runs between the Marbanyte fault and the Norbanyte fault, which are regional faults parallel to Cadillac break. We do have belief that on the next resource update that we do in perhaps November or October, November, sorry, that we'll be able to increase our indicated resource substantially. When we look at the resources and what was included in the PEA, what you see here is only those resources that were proximal to the existing underground infrastructure were included. Therefore, there was about 850,000 ounces, of course, 740,000 ounces of that were the high grade A zone mineralization and the remaining 110,000 ounces came from various zones, lower grade, however, very close to infrastructure. So it would be probably a very efficient to mine. As you can see, however, the Kiena mine has got on the property almost 1,600,000 ounces combined, almost 800,000 ounces ounces of measured and indicated and 800,000 ounces of inferred. We do believe that upon establishing production at Kiena, we'll be able to systematically continue the property exploration. This is a large property, 70 square kilometers and we believe the potential here on the property is huge. Highlights of the recently announced Kiena PEA, I mentioned before and after tax IRR of 102 percent. $1,400,000,000 with a total life of mine after tax free cash flow of CAD595 1,000,000. The after tax NPV discount rate at 5 is CAD 416,000,000 all in sustaining cost, CAD 6.74 per ounce Total unit operating costs $163 per tonne. Pre production capital costs of $35,000,000 and the sustaining life of mine capital costs of CAD121 1,000,000 leading to a great after tax payback period of 1.7 years. This is a very strong project. Some of the PEA and some of the inputs that we used, you can see that we used a US1532 dollars per ounce at a 0.76 exchange. This was a gold price, which was selected for us by an outside consultant, CPM. CPM has been involved since the early '80s in terms of commodity pricing and are well respected in the industry. Discount rate, 5%, certainly with the infrastructure largely in place, 5% is a very appropriate discount. As I mentioned before, you can see the resource ounces, which we included in the PEA, the high grade capping, the indicated drill spacing, less than 25 meters and 3 diamond drill holes within that search of them. So certainly, I would have to say take the takeaway from this is this is a conservative starting point base case. We believe throughout the continuation of exploration with the 7 drills that we currently have underground at the Kiena mine site, we will be able to add substantially to our indicated from the inferred category. When we're looking at the exploration program at Kiena, again, 7 drills, we've got 2 on the 79 level. Those drills are focused entirely on finding the down plunge of the BC zone and the up plunge of the A zone, which we believe to be a transition. And at some point, we believe that the A zone probably transitions into the VC zone. So we're very well situated in order to hopefully fill that gap of mineralization above the 10 50. The other 5 drills are located on the exploration ramp. 1 of them, the bottom one, looking for very high grade mineralization at around the 1600 meter level. We're currently successfully using the wedge program there in order to try to bring that resource up to the highest category that we possibly can. The other 4 drills are very focused on converting the inferred category up into the indicated category as the PFS can only consider measured and indicated resources and reserves. When we look at a planned view of Kiena mine and what we see here, the A zone is that red dash line going between the Marbanite and the Norbanite fault on the upper left part of the screen. We've recently done a magneto telluric geophysical survey on the ice of the lake And it's provided for some very interesting targets. Often these Ryde L shears go in parallel and we do believe that there could be a sister share here. And we do have 10,000 meters of exploration drilling planned for surface in the summertime in order to further evaluate if there is indeed another parallel system here. If there is, this would be very exciting to us as these shears again are very high grade and different mineralization than what's been historically mined. We look at Moss Lake. Moss Lake, again, it's actually the company's largest resource base at nearly 4,000,000 combined ounces of indicated and inferred. The 2016 period, we were able to consolidate the land position in around Moss Lake. 2017, we did some geophysical surveys and continued some reconnaissance type drilling. We do believe that the strike of mineralization went from 2.5 meters all the way to 8. This is a great property. However, it needs further evaluation. And as mentioned before, company's focus in terms of the timeliness of getting West Elm up to a mid tier status is on Kiena mine and on Eagle River mine for the time being. So in summary, what we see here is a low risk strategy. We have expansion of existing mining camps. We see the optimization potential at Eagle River, exploration, infrastructure investment, low CapEx. We see pre production CapEx at Kiena being $35,000,000 entirely self fundable by West Elm currently. And we see highly executable plan. We believe that we have the team together, we have the Board, which is supportive. We do believe that this is reality. With that, I'm going to open it up to questions. So if there's any shareholder questions, please use the text box at the bottom of your screen and press enter to submit your questions. If there are no questions for today, then we'll turn the call back over to Warwick to wrap up today's meeting. Okay. Thank you, everyone. That concludes our meeting today. But before we sign off, I would like to once again thank you all and all our shareholders for their continued support, and we hope to welcome everyone in person to our annual meeting of shareholders next year. Thank you.