Triple Flag Precious Metals Corp.
For the period ended Dec 31, 2023. Filed Mar 28, 2024.
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The yearly report of certain Canadian companies, filed under a joint US and Canadian system. It is the main yearly account these companies give US investors, largely as filed in Canada.
FY2023 · Filed Mar 28, 2024
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Contents
EX-99.3 · Commitments and Contingencies
From time to time, we are and may be involved in disputes with other parties arising in the ordinary course of business that may result in litigation. If we are unable to resolve these disputes favourably, it may have a material adverse impact on our financial condition, cash flow and results of operations. We record a liability when it is probable that a loss has been incurred and the amount can be reasonably estimated. We are not currently involved in any material legal proceedings.
Contractual Obligations and Commitments
In the normal course of business, we enter into contracts that give rise to commitments for future minimum payments.
Stream Agreements
As of December 31, 2023, we had significant commitments to make per-ounce cash payments for precious metals, copper and diamonds pursuant to the terms of the metals purchase and sale agreements, as detailed in the following table:
| | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| · · · · Attributable · · | |||||||||||||
| · · · · · · · · volume · · Per unit · · | |||||||||||||
| Mineral interest · · Commodity · · Inception date · · Unit · · purchased · · cash payment · · Term | |||||||||||||
| Cerro Lindo | Silver | Dec. 20, 2016 | Ounce | 65%1 | 10% of monthly average | Life of mine | | ||||||
| Altan Tsagaan Ovoo | Gold | Aug. 11, 2017 | Ounce | 25%2 | 17% of spot | Life of mine | | ||||||
| Altan Tsagaan Ovoo | Silver | Aug. 11, 2017 | Ounce | 4%3 | 17% of spot | Life of mine | | ||||||
| Pumpkin Hollow | Gold | Dec. 21, 2017 | Ounce | 97.5%4 | 5% of spot | Life of mine | | ||||||
| Pumpkin Hollow | Silver | Dec. 21, 2017 | Ounce | 97.5%4 | 5% of spot | Life of mine | | ||||||
| Gunnison | Copper | Oct. 30, 2018 | Pound | 16.5%5 | 25% of spot | Life of mine | | ||||||
| Buriticá | Silver | Mar. 15, 2019 | Ounce | 100%6 | 5% of spot | Life of mine | | ||||||
| RBPlat | Gold | Jan. 23, 2020 | Ounce | 70%7 | 5% of spot | Life of mine | | ||||||
| Northparkes | Gold | Jul. 10, 2020 | Ounce | 54%8 | 10% of spot | Life of mine | | ||||||
| Northparkes | Silver | Jul. 10, 2020 | Ounce | 80%8 | 10% of spot | Life of mine | | ||||||
| La Bolsa | | Gold | | Jan. 19, 2023 | 9 | Ounce | | 5% | | Lesser of $450 and spot | | Life of mine | |
| La Colorada | | Gold | | Jan. 19, 2023 | 9 | Ounce | | 100% | | Lesser of $650 and spot | | Life of mine | |
| El Mochito | | Silver | | Jan. 19, 2023 | 9 | Ounce | | 25% | | 25% of spot | | Life of mine | |
| Moss | | Silver | | Jan. 19, 2023 | 9 | Ounce | | 100% | | 20% of spot | | Life of mine | |
| | | | | | | | | | | | | | |
| Prepaid interests | | | | | | | | | | | | | |
| Auramet | Gold | Jan. 19, 2023 | 9 | Ounce | 1,250 ounces per quarter | 16% of spot | Until certain commercial conditions are achieved | 10 | |||||
| 1. | 65% of payable silver produced from Cerro Lindo until 19.5 million ounces have been delivered and 25% thereafter. |
| 2. | 25% of gold from ATO until 46,000 ounces of gold have been delivered and thereafter, 25% of gold subject to an annual cap of 7,125 ounces. |
| 3. | 50% of silver from ATO until 375,000 ounces of silver have been delivered and thereafter, 50% of silver subject to an annual cap of 59,315 ounces. |
| 4. | Streamed gold is to be based on a fixed gold-to-copper ratio (being 162.5 ounces of gold for each million pounds of payable copper over the life of the asset) multiplied by a 97.5% gold stream percentage and streamed silver is to be based on a fixed silver-to-copper ratio (being 3,131 ounces of silver for each million pounds of payable copper over the life of the asset) multiplied by a 97.5% silver stream percentage. |
| 5. | The stream percentage of refined copper produced from the Gunnison mine ranges from 3.5% to 16.5% depending on the Gunnison mine’s total production capacity, with the stream percentage starting at 16.5% and decreasing as the Gunnison mine’s production capacity increases. We have the option to increase our stream participation percentage by paying an additional deposit of an amount up to $65 million. |
| 6. | Streamed silver is to be based on a fixed silver-to-gold ratio of 1.84 over the life of the asset. |
| 7. | 70% of the payable gold until 261,000 ounces have been delivered and 42% thereafter. |
| 8. | 54% of the payable gold produced from the Northparkes mine until 630,000 ounces have been delivered and 27% thereafter; 80% of payable silver produced from the Northparkes mine until 9 million ounces have been delivered and 40% thereafter. |
| 9. | Acquired pursuant to the Maverix acquisition. |
| 10. | On and after September 27, 2031 and the delivery of 50,000 ounces of gold. |
Investments in Stream and Royalty Interests
As of December 31, 2023, we had commitments related to the acquisition of streams and royalties as detailed in the following table:
| | | | | | | | |
|---|---|---|---|---|---|---|---|
| Company | Project (Asset) | Payments | Triggering Event | ||||
| Centerra Gold Inc. | 1 | Kemess Project | | $ | 10 million | Positive construction decision | |
| | | | | $ | 10 million | 1st anniversary of positive construction decision | |
| | | | | $ | 12.5 million | 2nd anniversary of positive construction decision | |
| | | | | $ | 12.5 million | 3rd anniversary of positive construction decision | |
| Nevada Copper Inc. | Tedeboy Area | | $ | 5 million | Payment contingent upon commencement of commercial production | ||
| DS McKinnon Holdings Limited | Hemlo | | C$50,000 | For each 100,000 ounces of gold produced by the Hemlo mine in excess of 675,000 ounces | |||
| 154619 Canada Inc. | Eagle River | | C$50,000 | For each 50,000 ounces of gold produced by the Eagle River mine in excess of 207,000 ounces | |||
| Silvercorp Metals | 2 | Silvertip | | | Payment of deferred equity consideration | | Payment contingent upon commencement of commercial production and cumulative throughput of 400,000 tonnes of ore |
| Newmont Corporation | | Portfolio of royalties | | | Up to $15 million | | Payment contingent upon achievement of certain production milestones |
| Barrick Gold Corporation | | Portfolio of royalties | | | Up to $10 million | | Payment contingent upon certain commercial conditions |
| Orion Minerals Ltd. | | Prieska Copper‐Zinc Mine (Gross Revenue Return) | | | A$3.8 million | 3 | Contingent upon satisfying milestone conditions |
| | Prieska Copper‐Zinc Mine (Gold and Silver Stream) | | $80 million | 4 | Conditional upon obtaining South African Reserve Bank exchange control approvals, the mine being fully funded and the finalization of an executable mine plan to Triple Flag’s satisfaction. If the above conditions are met, funding is to be provided in tranches with each tranche subject to the mine continuing to be fully funded to production, among other conditions, and of an amount not to exceed planned expenditures for the next 90 days. |
| 1. | Kemess stream agreement is with Aurico Metals Inc., a subsidiary of Centerra Gold Inc. |
| 2. | Maverix acquired the Silvertip royalty from 0875786 BC. Ltd., a subsidiary of Silvercorp Metals inc. (“Silvercorp”). The payment of the deferred equity consideration is payable to Silvercorp. |
| 3. | GRR closed on July 21, 2023 and an initial draw of A$4 million was completed. Subsequent to year end, an additional A$2.2M was funded. |
| 4. | Triple Flag has the option to reject the mine plan and supporting documentation, entitling either party to terminate the Stream Agreement. |
The commitments noted in the table above are expected to be funded from operating cash flow over the next few years.
Contractual Obligations and Commitments
| | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ($ thousands) · Less than 1 year · 1–3 years · 3–5 years · More than 5 years · Total | |||||||||||||||
| Lease1 | | $390 | | $643 | | $736 | | $357 | | $2,126 | |||||
| Lease interest1 | | 54 | | 290 | | 90 | | 12 | | 446 | |||||
| Debt repayments2 | | | — | | | 57,000 | | | — | | | — | | | 57,000 |
| Debt interest2 | | | 3,603 | | | 6,076 | | | — | | | — | | | 9,679 |
| Standby charges2 | | 1,745 | | 2,901 | | $— | | — | | 4,646 | |||||
| | | $5,792 | | $66,910 | | $826 | | $369 | | $73,897 | |||||
| 1. | We are committed to minimum amounts under long-term lease agreements for office space, which expire in 2025. |
| 2. | Represents the Credit Facility, which matures on August 30, 2026. Subsequent to year end, we repaid $7 million under the Credit Facility, leaving a balance of $50 million. |
Off-Balance Sheet Arrangements or Commitments
We have not entered into any off-balance sheet arrangements or commitments other than as set forth under ‘‘Contractual Obligations and Commitments’’.
Contingencies
Contingencies can be either possible assets or possible liabilities arising from past events which, by their nature, will be resolved only when one or more future events, not wholly within our control, occur or fail to occur. The assessment of such contingencies inherently involves the exercise of significant judgment and estimates of the outcome of future events. Refer to Note 18 to the Annual Financial Statements for further details on the contingencies.
We are not aware of any known trends, commitments (other than as described above), events or uncertainties that will materially affect the Company.
Risk and Risk Management
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.