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Euro Sun Mining Inc. (TSX: ESM,OTC:CPNFF) ("Euro Sun" or the "Company") is pleased to announce that it has entered into definitive agreements to amend and restate the pre-development facility agreement that the Company executed with Trafigura Pte Ltd. (the "Trafigura") effective July 10, 2025 (as amended and restated, the "Multi-Facility Agreement"), to secure up to US$200m towards the advancement of and future construction at the Rovina Valley copper-gold project in Romania (the "Project"). Trafigura intends to assist the Company in sourcing additional financing upon reaching the construction phase of the Project.
Key Terms
Pursuant to the Multi-Facility Agreement, the first tranche ("Tranche A") was fully drawn down in mid-2025. An additional US$17.5m tranche ("Tranche B") may be drawn down by June 30, 2027, and the final US$180m may be drawn down by June 30, 2031 ("Tranche C"), in each case provided several conditions have been satisfied, including, among others, completion of requisite land purchases and environmental and social impact assessments and receipt by the Company of regulatory authorizations. Drawdowns under Tranche A and Tranche B are repayable on June 30, 2027 (subject to automatic extensions in certain circumstances); drawdowns under Tranche C are repayable on June 30, 2031. Subject to a capitalization option, interest is payable quarterly on the outstanding amount owing under the facility, calculated based on a market rate of interest. The facility is secured by all present and after-acquired assets of the Company and its subsidiaries.
Warrants
In addition, the Company has issued 22m warrants (the "Warrants") to Trafigura, of which 2.75m vested immediately, 2.20m vest upon a draw down by under Tranche B, and the remaining 17.05m vest upon a drawn down under Tranche C. Each Warrant entitles Trafigura to acquire one common share at a price of $0.50 per Warrant until June 30, 2029, provided Trafigura may elect a net cash settlement option, which shall be subject to certain payment deferral rights.
The proposed transactions described in the Multi-Facility Agreement (the "Transactions") are arm's length for purposes of the policies of the Toronto Stock Exchange ("TSX"). The issuance of the Warrants is subject to receipt by the Company of final TSX approval. No finder's fees are payable in connection with the Transactions.
Mr. Grant Sboros, CEO of Euro Sun, commented: "I am very pleased to report that we have worked hard alongside Trafigura to secure the US$200m facility. Securing this funding marks an important milestone in reinforcing our balance sheet and progressing our short and long-term development strategy and will be instrumental in advancing our flagship Rovina Valley copper-gold project."
About Euro Sun Mining Inc.
Euro Sun is a Toronto Stock Exchange-listed mining company focused on the exploration and development of its 100%-owned Rovina Valley Project located in west-central Romania, which hosts the second largest copper & gold deposit in Europe. Already granted European strategic status, the Rovina Valley Project is expected to unlock much needed investment and job creation in Hunedoara County and will deliver critical minerals necessary for Europe's green energy transition.
Further information:
For further information about Euro Sun, or the contents of this press release, please contact Investor Relations at info@eurosunmining.com.
Caution regarding forward-looking information:
This press release contains statements which constitute "forward-looking information" within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of the Company with respect to the US$200m facility as it relates to the Rovina Valley Project and the Company's future business activities and operating performance in respect thereof. Forward-looking information is often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" or similar expressions. Investors are cautioned that forward-looking information is not based on historical facts but instead reflect management's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, including: receipt of necessary approvals; general business, economic, competitive, political and social uncertainties, both in Romania and the European Union; future commodity prices and market demand; accidents, labour disputes and shortages; risks inherent in the mining industry; and other risks described in the public disclosure of the Company. Undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Company. This information is qualified in its entirety by cautionary statements and risk factor disclosure contained in filings made by the Company with the Canadian securities regulators, including the Company's annual information form, financial statements and related MD&A for the financial year ended December 31, 2024, filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedarplus.ca.
Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and do not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.
