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Three Valley Copper Corp
Symbol TVC
Shares Issued 55,770,942
Close 2021-10-20 C$ 0.53
Market Cap C$ 29,558,599
Recent Sedar+ Documents

Three Valley begins "strategic" Chilean asset review

2021-10-20 16:44 ET - News Release

Mr. Michael Staresinic reports

THREE VALLEY COPPER INITIATES STRATEGIC REVIEW AND UPDATES PRELIMINARY 2022 OPERATING GUIDANCE

Three Valley Copper Corp. has initiated a strategic review process to explore alternatives for the enhancement of shareholder value and the best way forward to maximize production and cash flows from its mining assets in Chile. The company's primary asset is its 91.1-per-cent-owned Minera Tres Valles (MTV) property near Salamanca, region de Coquimbo, Chile.

Strategic review

The company and its board have initiated a strategic review process that encompasses an evaluation of the company's development strategy, business plan, market valuation and capital structure, and will consider numerous opportunities or alternatives for the company. These considerations may include potential mergers, a strategic partner(s), acquisitions or dispositions, restructuring or refinancing of its long-term debt, and any other options identified with the fundamental objective of achieving the best value for the company's shareholders.

The company has retained PI Financial to review and evaluate potential alternatives that may further maximize value for Three Valley Copper's shareholders. There can be no assurance that the company's strategic review process will result in any transaction or investment.

Achieving the 2022 production profile at MTV through its ramp-up of Papomono Masivo (PPM) continues to be the company's main priority. The ramp-up will establish the foundation from which the mining operation at MTV can expand to full production. Following this, Three Valley Copper could recognize the associated operating benefits and further advance its exploration efforts. The company's current exploration program has been temporarily scaled back pending the strategic review process.

Revised 2022 outlook and guidance

The successful development of PPM continues to be the catalyst for the company to maximize value of the MTV assets. The positive construction advances experienced over the prior two months are expected to continue at PPM. However, the management team at MTV has recently reviewed again its preliminary development and mining plans for PPM, and has concluded the best way to improve the net economic value of PPM is to increase its capital expenditures in 2022 rather than defer some of these into the latter years of the mine life. Consequently, the company is now forecasting that additional capital of approximately $10-million (U.S.) in 2022 will be required to achieve the mine production guidance recently announced.

Previously, the company had anticipated that copper production from the Don Gabriel open-pit mine together with the recent drawdown of the remaining $6-million (U.S.) of senior debt, which was completed in early September, would support current operations and its continuing PPM construction project. The Don Gabriel mine has to date experienced lower head grades than forecasted. A number of remedial measures were introduced in the third quarter, but the improved results in the mining operation will take a number of months to appear due to the workflow of a heap leach operation. With the company's primary source of ore to produce copper cathodes for 2021, the underperformance in Don Gabriel production has amplified the company's tight liquidity position with the loss of this revenue and is compounded by having a mostly fixed operating cost base, increased capital demands of the PPM 2022 development and scheduled debt repayments, which are due to begin in March, 2022. The company does not expect that it will generate sufficient cash from operations to fully finance 2021 continuing operations, planned investment activities and debt service obligations, and the revised increased sustaining capital expenditures required in 2022 for PPM.

The company is currently in discussions with its senior secured lenders and offtake provider, and foresees a continuing successful partnership with them that may include a number of changes to its existing loan agreement, inter alia bridge loan financing, waivers of operating covenants, deferrals of or renegotiation of repayment terms, and/or renegotiation of the fixed-price portion of the offtake agreement. At this time, there can be no assurance that such actions will be granted by the senior lenders and/or offtake provider, and the company will continue to report on the progress of such discussions.

The company has now updated its operating guidance, which assumes a successful event from its strategic review and/or negotiations with its senior secured lenders that will provide the company with sufficient liquidity to allow it to execute its production expansion at MTV as intended.

The company's revised preliminary operating outlook (1) for 2022 at MTV is as set out in the attached table.

                               OPERATING INFORMATION

                                                      Revised               Original
                                                   year ended             year ended
Copper (MTV operations)                         Dec. 31, 2022          Dec. 31, 2022

Cu production (tonnes)                           8,000-10,000           8,000-10,000
Cu production (pounds)                            17.6M-22.0M            17.6M-22.0M
Cash cost per pound produced (2)                  $2.75-$3.25            $2.75-$3.25
Capital expenditures (3) ($ millions)                 $15-$20                 $5-$10

In the absence of a successful strategic review event and/or renegotiations with its senior secured lenders which will require financial liquidity solutions for MTV before the end of 2021, additional material changes to the company's revised preliminary outlook will then be required.

(1) Preliminary guidance is based on certain estimates and assumptions, including, but not limited to, mineral reserve estimates, grade and continuity of interpreted geological formations, metallurgical performance, and foreign exchange rates. Please refer to the amended and restated technical report prepared by Wood Independent Mining Consultants Inc. in respect of the Minera Tres Valles copper project dated May 27, 2021, and to the company's SEDAR filings for complete risk factors related to the company and MTV.

(2) Cash cost is a non-international financial reporting standard measure. Cash costs of production include all costs absorbed into inventory less non-cash items such as depreciation. Cash costs per pound produced are calculated by dividing the aggregate of the applicable costs by copper pounds produced.

(3) Planned capital expenditures for 2022 are focused primarily on open-pit expansion, plant capex and sustaining capex of PPM for the inclined block-caving mining project. It is expected that by early 2022, the underground operation at PPM will begin production and the resulting production growth is expected to lower per-unit operating costs in 2022 and 2023 as the results of this capex are realized.

About Three Valley Copper Corp.

Three Valley Copper, headquartered in Toronto, Ont., Canada, is focused on increasing copper production from, and further exploration of, its primary asset, Minera Tres Valles. Located in Salamanca, Chile, MTV is 91.1 per cent owned by the company, and MTV's main assets are the Minera Tres Valles mining complex and its 46,000 hectares of exploratory lands.

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