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Sep 8, 2017

Trevali Mining Corporation Completes $417 Million Acquisition of Glencore’s Rosh Pinah and Perkoa Zinc Mines

Thomas A. Fenton, Peter K. Czegledy, Sherri M. Altshuler, Melanie Cole, Christopher F. Berrigan, Daniel Everall, Barbara Worndl, Aaron T. Collins, Stephen Zolf, Aarondeep (Aaron) S. Bains and Sean Green

On August 31, 2017, Trevali Mining Corporation (TSX:TV) completed the acquisition (the “Acquisition”) of a portfolio of zinc assets from Glencore PLC and certain of its subsidiaries, including an 80% interest in the Rosh Pinah mine in Namibia, a 90% interest in the Perkoa mine in Burkina Faso, an effective 39% interest in the Gergarub project in Namibia, and an option to acquire 100% interest in the Heath Steele project in Canada (together the “Assets”).

The aggregate purchase price for the Assets of US$417.86 million was comprised of cash consideration of US$245.21 million, and an aggregate of 193,432,310 common shares in the capital of Trevali at a deemed price of C$1.20 per share.

On March 29, 2017, and so as to fund a portion of the cash consideration payable pursuant to the Acquisition, Trevali completed a bought-deal private placement of 220,455,000 subscription receipts at a price of $1.20 per subscription receipt for aggregate gross proceeds of C$264,546,000 (the “Offering”). The Offering was conducted by a syndicate of underwriters led by BMO Capital Markets and including Scotia Capital Inc., TD Securities Inc., Eight Capital, National Bank Financing Inc., Paradigm Capital Inc., Cormark Securities Inc., GMP Securities L.P., Haywood Securities Inc., and Raymond James Ltd. With the closing of the Acquisition of the Assets on August 31, 2017, the subscription receipts converted into 220,455,000 common shares in the capital of Trevali.  

Trevali is a zinc-focused, base metals mining company with commercially producing operations in Peru and Canada, and upon closing of the Acquisition, in Namibia and Burkina Faso.

Aird & Berlis LLP acted as counsel to Trevali Mining Corporation in connection with the Acquisition and the Offering with a team led by Tom Fenton and consisting of Peter Czegledy, Sherri Altshuler, Melanie Cole, Chris Berrigan, Daniel Everall (Corporate and Securities), Barbara Worndl (Tax), Aaron Collins (Banking), Stephen Zolf and Aaron Bains (Competition) and Sean Green (Articling Student).

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