LONDON, UNITED KINGDOM--(Marketwired - Aug. 13, 2013) - Orsu Metals Corporation ("Orsu" or the "Company" or the "Group"), the dual listed (OSU.TO)(OSU.L) London-based base and precious metals exploration and development company today reports its unaudited results for the quarter ended June 30, 2013. A full Management's Discussion and Analysis of the results ("MD&A") and Consolidated Financial Statements for the quarter ended June 30, 2013 ("Financials") will soon be available on the Company's profile on SEDAR (www.sedar.com) or on the Company's website (www.orsumetals.com). Copies of the MD&A and Financials can be also be obtained upon request to the Company Secretary.
The Financials have been prepared in accordance with applicable International Financial Reporting Standards ("IFRS").
All amounts are reported in United States Dollars ($) unless otherwise indicated. Canadian Dollars are referred to herein as CAD$ and British Pounds Sterling are referred to as GBP£.
The following information has been extracted from the MD&A and the Financials. Reference should be made to the complete text of the MD&A and the Financials.
SECOND QUARTER 2013 HIGHLIGHTS
Extension of East Balkhash 2 Agreement, April 2013 - as part of the objective to acquire new exploration licenses in Kazakhstan, in April 2013 the Company announced that it had entered into a new exclusivity agreement (the "Balkhash Agreement"), superseding the initial agreement announced in November 2012, to jointly explore with Asem Tas-N LLC ("Asem Tas"), a privately owned Kazakh registered company and the owner of the relevant subsoil use contract, a license area of approximately 6,000km2 (referred to herein as the "East Balkhash 2" license area) in Eastern Kazakhstan, which is host to a 30km long Dzharyk-Taisogan cluster of copper-polymetallic occurrences (referred to as the "Balkhash Project"). Under the terms of the Balkhash Agreement, the Company has been granted the exclusive right for a period of 175 days, ending in September 2013, subject to extension by mutual agreement of the parties (the "Exclusivity Period"), to explore and participate in the Balkhash Project (see "Operational Review - Balkhash Project, Kazakhstan").
Appointment of Technical Director, April 2013 - the Company announced that Mr. Christopher Power, previously the Project Manager for the Company's Karchiga Project, had been appointed as Technical Director, replacing Mr. Raymond Oates.
POST QUARTER HIGHLIGHTS
July 2013 - the Company announced that Gold Fields Exploration B.V., a wholly owned subsidiary of Gold Fields Limited ("Gold Fields" or collectively with certain of its subsidiaries, the "Gold Fields Group") completed the subscription for 25 million units of the Company (each a "Unit") at a price of CAD$0.40 per Unit for gross proceeds of CAD$10 million (the "Subscription"), with each Unit consisting of one common Share of the Company (a "Common Share") and one half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will be exercisable for a period of three years from the date of issue to acquire one Common Share at a price of CAD$0.50. The Company received the formal waiver of the Kazakh Government's pre-emptive right as well as consent from the relevant Kazakh authorities for the issuance and placement of securities pursuant to the Subscription, which satisfied the condition for such completion. (the "Kazakh Formal Waiver"). Accordingly, the Company issued to Gold Fields 25,000,000 Common Shares and 12,500,000 Warrants. Following the issuance the Gold Fields Group hold, in aggregate, 26,134,919 Common Shares, representing a 14.31% interest in the Company.
OPERATIONAL REVIEW
The Company's principal and most advanced project is the property, within the Republic of Kazakhstan (or "Kazakhstan"), comprising a license area in eastern Kazakhstan containing the Karchiga volcanogenic massive sulphide ("VMS") deposit which is part of the Rudny Altai polymetallic belt (the "Karchiga Project"). In addition the Company continues to seek to acquire new exploration license areas within Kazakhstan. The Company also holds exploration licenses within the Kyrgyz Republic (or "Kyrgyzstan").
During the six months ended June 30, 2013 the Company continued to jointly explore the Balkhash Project with Asem Tas as well as continuing to seek finance for and planning the construction of mine and processing facilities for the Karchiga Project.
The Company continues to use its current working capital resources to satisfy its expenditure obligations in respect of its corporate and administrative expenditures, as well as the obligations under the Balkhash Agreement and the acquisition of any new mineral exploration properties. However, the current working capital resources are not sufficient to meet the financing requirements relating to the construction of mine and processing facilities for the Karchiga Project, for which separate project financing is required and which is described below.
Karchiga Copper Project, Kazakhstan
During the six months ended June 30, 2013 the Company continued to work primarily on planning for the construction of mine and processing facilities for the Karchiga Project and has also continued to seek finance for and planning the construction of mine and processing facilities for the Karchiga Project. As part of the process of planning for the construction of mine and processing facilities for the Karchiga Project, in the first quarter of 2013, the Company obtained the remaining local and regulatory approvals required for the commencement of mining and construction at the Karchiga Project.
In 2012 the Company completed a feasibility study for the Karchiga Project, (the "Karchiga Definitive Feasibility Study Report") the results of which estimated an initial capital expenditure requirement of $115 million for the Karchiga Project. To assist the Company in arranging finance for such expenditures, in July 2012, the Company appointed Barclays Bank plc ("Barclays") and UniCredit Bank AG ("UniCredit") (together the "Mandated Lead Arrangers") to use commercially reasonable efforts to secure debt financing of up to $90 million (subject to commercially acceptable terms for the facility being agreed and the Mandated Lead Arrangers obtaining the necessary internal approvals) as well as extending the appointment of Endeavour Financial Limited ("Endeavour") to provide financial advisory services to assist the Company in securing further debt and other forms of finance required.
As at the date of this press release the Company continues with its efforts to secure finance for the Karchiga Project. Until such time as it is able to secure the required financing, the Company will not enter into any contracts to place advance orders for mining equipment or construction materials and will be unable to determine the expected timing for the commencement of construction (see the "Liquidity and capital resources" section below and "Risks and uncertainties" section of the Company's MD&A).
Other Projects
The Company's exploration interests in Kyrgyzstan consist of the Akdjol and Tokhtazan exploration licenses (or the "Akdjol-Tokhtazan Project") located in the Jebel-Abad Oblast, western Kyrgyzstan. In 2011, the Company determined the Akdjol-Tokhtazan Project to be a non core asset which would be available for sale and subsequently, in November 2012, the Company announced that it had entered into an exclusivity agreement with David-Invest LLP ("David-Invest"), a Kyrgyz registered company, with a view to the potential sale of the Company's interest in the Akdjol-Tokhtazan Project (the "Akdjol-Tokhtazan Exclusivity Agreement"). Pursuant to the Akdjol-Tokhtazan Exclusivity Agreement, David-Invest was granted the exclusive right until September 1, 2013 (the "Akdjol-Tokhtazan Exclusivity Period") to acquire, subject to the renewal of the relevant exploration licenses expiring on December 31, 2012 (which have been renewed to December 31, 2015), for consideration of $4.5 million through the acquisition of Orsu's wholly-owned subsidiary, Tournon Finance Limited. The key terms of the Akdjol-Tokhtazan Exclusivity Agreement are that in return for being granted exclusivity, David-Invest will fund the exploration programme for the Akdjol-Tokhtazan Project on a non-refundable basis during the Akdjol-Tokhtazan Exclusivity Period. In the event of the sale of the Akdjol-Tokhtazan Project the Company will no longer have any exploration interests in Kyrgyzstan.
Balkhash Project, Kazakhstan
In April 2013, the Company announced that it had entered into the Balkhash Agreement to jointly explore the Balkhash Project with Asem Tas. The Balkhash Agreement replaces the initial agreement which the Company announced in its press release on November 12, 2012.
The Balkhash Agreement
The key terms of the Balkhash Agreement with Asem Tas to jointly explore the Balkhash Project include:
| 1) | Orsu has been granted the exclusive right during the Exclusivity Period to explore and participate in the Balkhash Project. | |
| 2) | During the Exclusivity Period: | |
| a. | Orsu and Asem Tas will continue to jointly explore the Balkhash Project, including geophysical works and verification drilling of exploration targets; | |
| b. | Orsu will provide funding for exploration works at the Balkhash Project in the amount of approximately $0.9 million (including $0.3 million already funded in the six months ended June 30, 2013 pursuant to the predecessor agreement announced on November 12, 2012) in accordance with a contractual working programme agreed by both parties (the "Working Programme"), and | |
| c. | Asem Tas will apply to transfer the exploration licence for the Balkhash Project to a newly formed Kazakh legal entity jointly owned by Orsu and Asem Tas (the "Joint Venture Company"), which will be a subsidiary of Orsu, with Orsu holding an effective interest of 55%. A transfer of the exploration license to the Joint Venture Company will be conditional upon obtaining a formal waiver of the Kazakh Government's pre-emptive right. | |
| 3) | Upon the effective transfer of the exploration license to the Joint Venture Company Orsu has agreed to pay Asem Tas: | |
| a. | up to $1.5 million to compensate Asem Tas for historical exploration costs incurred prior to 2012 (excluding any costs funded by Orsu), | |
| b. | $20 per tonne of economically extractable copper equivalent, up to a maximum of $10 million, less any amount paid under item 3) a. above, on or before completion of a positive preliminary economic assessment study, and | |
| c. | $20 per additional tonne of economically extractable copper equivalent, up to a maximum of $15 million, less any amounts paid under 3) a. and 3) b. above, on completion of a positive definitive feasibility study. | |
| 4) | Orsu may terminate its funding at any point before the earlier of the effective transfer of the exploration licence or the end of the Exclusivity Period. Where the approval of the relevant authorities for the transfer of the licence is not received due to a breach by Asem Tas, or the Kazakh Government exercises its pre-emptive right to acquire the licence during the transfer process, Asem Tas is required to refund Orsu for its expenditure in connection with the Working Programme. | |
| 5) | Orsu will finance the works until completion of the definitive feasibility study and Orsu will be responsible for securing debt and financing for the project. | |
| 6) | Under the terms of the Balkhash Agreement, Orsu will have the right to buy-out all or part of the interest of Asem Tas in the Joint Venture Company, for cash or shares, at a price determined by an independent expert. | |
FINANCIAL RESULTS FOR THE THREE MONTHS ENDED JUNE 30, 2013
The Company is pleased to announce that losses continued to narrow in the quarter with a net loss on continuing operations of $0.8 million for the three months ended June 30, 2013, compared to a net loss on continuing operations of $1.7 million for the three months ended June 30, 2012, and a net loss on continuing operations of $1.2 million for the prior quarter.
The net loss of $0.8 million for the three months ended June 30, 2013 consisted of: administrative costs of $0.82 million, legal and professional costs of $0.1 million, exploration costs of $0.34 million partially offset by a derivative gain in relation to the derivative receivable of $0.5 million.
As at June 30, 2013 the Company had net assets of $27.8 million ($29.8 million as at December 31, 2012) of which $5.1 million was cash and cash equivalents ($9.8 million as at December 31, 2012) and a $7.96 million derivative receivable ($7.3 million as at December 31, 2012) representing the fair value of the Subscription (as defined below).
In July 2013, the Company received gross proceeds of CAD$10 million following the completion of the Subscription with Gold Fields which the Company considers to be a non-adjusting event in the financial statements as at June 30, 2013 (details in section below "Derivative financial instruments").
In respect of the Company's cash flows, the decrease in cash and cash equivalents for the six months to June 30, 2013 was $4.6 million was due primarily to corporate and exploration expenditure of $3.4 million, a further $1.1 million for expenditure on property, plant and equipment and deferred finance costs of $0.1 million in relation to debt finance for the Karchiga Project.
Derivative financial instruments
As at June 30, 2013, the Company's derivative instruments consist of a derivative receivable in relation to the Subscription.
In 2012 the Company sold its 40% interest in a property in northwest Kyrgyzstan (the "Talas Project") to the Gold Fields for cash consideration of $10 million (the "Sale"). At the same time, the Gold Fields Group entered into an agreement for the Subscription for 25 million Units of the Company, consisting of 25 million Common Shares and 12.5 million Warrants of the Company for gross proceeds of CAD$10 million. Each Warrant will be exercisable for a period of three years from the date of issue to acquire one Common Share at a price of CAD$0.50. Completion of the Subscription was conditional on the Company obtaining the Kazakh Formal Waiver the application for which was submitted in September 2012. Until the completion of the Subscription the gross proceeds of CAD$10 million were held in escrow and the Units not issued to the Gold Fields Group until such condition had been satisfied or waived by the Gold Fields Group. Following satisfaction of the condition and the issue of the Units, all shares issued pursuant to the Subscription and any subsequent exercise of the warrants are subject to a hold restriction for 4 months after the date of issuance.
As at June 30, 2013 the Company has measured the fair value of this derivative receivable to be $7.96 million ($7.3 million as at December 31, 2012) and as a result recoded a derivative gain of $0.7 million for the six months ended June 30, 2013.
Subsequent to the period end, on July 24, 2013 the Company successfully obtained the Kazakh Formal Waiver satisfying all the conditions of the Subscription. As a result the Company completed the Subscription and issued 25 million Common Shares at a price of CAD$.40 per Unit, and 12.5 million Warrants of the Company, at an exercise price of CAD$0.50 per share, to Gold Fields. On July 25, 2013 the Company received, in cash, the gross proceeds from the Subscription of CAD$10 million plus a further CAD$35,446 accumulated interest.
Under IAS 10 "Events after the Reporting Period", the Company considers that the conditions which resulted in the completion of the Subscription and receipt of CAD$10 million by the Company, as events that occurred after the reporting date of June 30, 2013, and as such a non-adjusting event in the financial statements as at June 30, 2013.
Following the issuance of the Units, the Gold Fields Group hold in total 26,134,919 Common Shares representing a 14.31% interest in the issued and outstanding Common Shares of the Company on an undiluted basis.
Liquidity and capital resources
As at June 30, 2013 the Company's main source of liquidity was unrestricted cash and cash equivalents of $5.1 million, compared with $9.8 million as at December 31, 2012.
The Company measures its consolidated working capital as comprising free cash, accounts receivable, prepayments and other receivables, less accounts payable and accrued liabilities. As at June 30, 2013 the Company's consolidated working capital was $5.2 million (compared with a consolidated working capital of $9.3 million as at December 31, 2012).
The Company's working capital needs as at June 30, 2013 included the maintenance of funding for its exploration and development activities, including its expenditure obligations under the Balkhash Agreement, the acquisition of new mineral exploration properties, its corporate and administrative expenditures requirements and potential contributions towards project finance, if and when arranged, in relation to the Karchiga Project, as deemed appropriate. The Company expects to fund its working capital requirements for 2013, other than as set out below, and be able to contribute towards the pursuit of future growth opportunities (which may include acquiring one or more additional assets), if and when such opportunities arise, from its unrestricted cash of $5.1 million as at June 30, 2013, proceeds from the Subscription and potential net proceeds, if any, from the sale of the Akdjol-Tokhtazan Project (as discussed above). In the Company's view, the consolidated working capital as at June 30, 2013 is sufficient to satisfy its working capital needs, other than as described below, for at least the next twelve months.
The construction of mining facilities and commencement of mining operations at the Karchiga Project, if any, will require an estimated initial capital expenditure requirement of $115 million, for which the Company will be required to raise additional financing in the future. In 2012, the Company appointed the Mandated Lead Arrangers to use commercially reasonable efforts to secure project debt financing. If the Company secures the required debt financing on acceptable commercial terms then it may also apply a proportion of the Subscription proceeds towards the project financing requirements as the Company determines necessary. Whilst the Company has been successful in raising debt and other financing in the past, the Company's ability to raise additional debt and other financing may be affected by numerous factors beyond the Company's control, including, but not limited to, adverse market conditions and/or commodity price changes and economic downturn and those other factors that are listed under the "Risks and Uncertainties" section of the Company's MD&A.
The Company holds the majority of its surplus cash in interest-bearing bank deposit accounts in CAD$, GBP£ and US$ currencies and manages such deposits in light of its forecast cash needs and available market interest rates. The majority of the Company's expenditures are in U.S. Dollars, Canadian Dollars, Kazakh Tenge and British Pounds Sterling. The Company's liquidity may, therefore, be adversely affected by, amongst other things, the ability of the Company to accurately forecast its operating cash needs in the aforementioned currencies, the Company's ability to convert its cash funds from U.S. Dollars into the other aforementioned currencies, unfavorable movements in the U.S. Dollar exchange rate relative to the aforementioned currencies, unfavorable movements in the Canadian Dollar exchange rate relative to the aforementioned currencies in relation to the gross proceeds of the Subscription, and the Company's ability to earn interest on its cash deposits. Further information regarding the Company's liquidity risk, currency risk and interest rate risk may be found in the Company's audited financial statements for the year ended December 31, 2012.
| Consolidated statements of net loss and comprehensive loss (Unaudited) | |||||||||
| (Prepared in accordance with IFRS) | |||||||||
| Three months ended June 30, | Six months ended June 30, | ||||||||
| 2013 | 2012 | 2013 | 2012 | ||||||
| $000 | $000 | $000 | $000 | ||||||
| Operating expenses | |||||||||
| Administration | (841 | ) | (1,100 | ) | (1,797 | ) | (2,164 | ) | |
| Legal and professional | (110 | ) | (184 | ) | (326 | ) | (461 | ) | |
| Exploration | (320 | ) | (33 | ) | (483 | ) | (1,003 | ) | |
| Stock based compensation | (2 | ) | (19 | ) | (5 | ) | (108 | ) | |
| Stock based compensation - non employees | - | - | - | (7 | ) | ||||
| Company's share of Talas Project losses | - | (438 | ) | - | (596 | ) | |||
| Foreign exchange (losses)/gains | (17 | ) | 11 | (36 | ) | 32 | |||
| (1,290 | ) | (1,763 | ) | (2,647 | ) | (4,307 | ) | ||
| Gain on derivative receivable | 522 | - | 696 | - | |||||
| Finance income | - | 49 | 6 | 31 | |||||
| Net loss and comprehensive loss | (768 | ) | (1,714 | ) | (1,945 | ) | (4,276 | ) | |
| Net loss attributable to: | |||||||||
| Owners of the parent | (752 | ) | (1,704 | ) | (1,912 | ) | (4,202 | ) | |
| Non-controlling interest | (16 | ) | (10 | ) | (33 | ) | (74 | ) | |
| (768 | ) | (1,714 | ) | (1,945 | ) | (4,276 | ) | ||
| Loss per share | |||||||||
| Basic | $(0.00 | ) | $(0.01 | ) | $(0.01 | ) | $(0.02 | ) | |
| Diluted | $(0.00 | ) | $(0.01 | ) | $(0.01 | ) | $(0.02 | ) | |
| Weighted average number of common shares | 157,696 | 157,696 | 157,696 | 157,696 | |||||
| (in thousands) | |||||||||
| Consolidated Balance Sheets (Unaudited) | ||||
| (Prepared in accordance with IFRS) | ||||
| June 30 | December 31 | |||
| 2013 | 2012 | |||
| Assets | $000 | $000 | ||
| Current assets | ||||
| Cash and cash equivalents | 5,142 | 9,771 | ||
| Prepaid and receivables | 819 | 870 | ||
| Assets of Akdjol-Tokhtazan Project held for sale | 4,495 | 4,508 | ||
| Derivative receivable | 7,966 | 7,270 | ||
| 18,422 | 22,419 | |||
| Non-current assets | ||||
| Deferred finance costs | 1,052 | 939 | ||
| Property, plant and equipment | 8,166 | 7,076 | ||
| Other assets | 1,097 | 879 | ||
| 10,315 | 8,894 | |||
| Total assets | 28,737 | 31,313 | ||
| Liabilities | ||||
| Current liabilities | ||||
| Accounts payable and accrued liabilities | 733 | 1,360 | ||
| Liabilities of Akdjol-Tokhtazan Project held for sale | 71 | 80 | ||
| 804 | 1,440 | |||
| Non-current liabilities | ||||
| Other liabilities | 120 | 120 | ||
| 924 | 1,560 | |||
| Equity | ||||
| Share capital | 380,145 | 380,145 | ||
| Share purchase options | 5,712 | 5,887 | ||
| Contributed surplus | 28,448 | 28,268 | ||
| Non-controlling interest | (381 | ) | (348 | ) |
| Deficit | (386,111 | ) | (384,199 | ) |
| 27,813 | 29,753 | |||
| Total equity and liabilities | 28,737 | 31,313 | ||
| Consolidated Statements of Cash Flows (Unaudited) | |||||
| (Prepared in accordance with IFRS) | |||||
| Six months ended June 30, | |||||
| 2013 | 2012 | ||||
| $000 | $000 | ||||
| Cash flows used by operating activities | |||||
| Net loss and total comprehensive loss for the period | (1,945 | ) | (4,276 | ) | |
| Items not affecting cash: | |||||
| Depreciation and amortization | 63 | 62 | |||
| Gain on derivative receivable | (696 | ) | - | ||
| Share-based payments | 5 | 115 | |||
| Foreign exchange gains | (5 | ) | (28 | ) | |
| Company share of Talas Project losses | - | 596 | |||
| (2,578 | ) | (3,531 | ) | ||
| Changes in non-cash working capital: | |||||
| Accounts receivable and other assets | (154 | ) | 200 | ||
| Accounts payable and accrued liabilities | (628 | ) | 92 | ||
| Net cash used by operating activities | (3,360 | ) | (3,239 | ) | |
| Cash flows used by investing activities | |||||
| Expenditures on property, plant and equipment | (1,151 | ) | (672 | ) | |
| Funding of investment in Talas Project | - | (528 | ) | ||
| Net cash used by investing activities | (1,151 | ) | (1,200 | ) | |
| Cash flows used for financing activities | |||||
| Deferred finance costs | (113 | ) | (80 | ) | |
| Net cash used for financing activities | (113 | ) | (80 | ) | |
| Net decrease in cash and cash equivalents | (4,624 | ) | (4,519 | ) | |
| Cash and cash equivalents - Beginning of the period | 9,771 | 10,341 | |||
| Cash and cash equivalents - End of the period | 5,147 | 5,822 | |||
| Cash and cash equivalents per the consolidated balance sheets | 5,142 | 5,800 | |||
| Included in the Akdjol-Tokhtazan Project classified held for sale | 5 | 22 | |||
FORWARD-LOOKING INFORMATION
This press release and the Company's MD&A contains or refers to forward-looking information. All information, other than information regarding historical fact that addresses activities, events or developments that the Company believes, expects or anticipates will or may occur in the future is forward-looking information. Such forward-looking information includes, without limitation, statements relating to: development and operational plans and objectives, including the Company's expectations relating to the continued and future maintenance, exploration and development, as applicable, of the Karchiga Project and the Balkhash Project and the timing related thereto and its acquisition and development of new mineral exploration licenses, properties and projects; the Company's ability to satisfy certain future expenditure obligations; mineral resource and mineral reserve estimates; estimated project economics, cash flow, costs, expenditures, revenue, capital payback, performance and economic indicators and sources of funding; the use and sufficiency of the Company's working capital for the next twelve months; the anticipated arranging of a debt facility by the Mandated Lead Arrangers and the potential participation by other debt providers; the Company's expected uses of the proceeds from the Subscription and the proceeds from the Sale; the potential raising of additional funding through the disposition of the Company's Kyrgyz assets and the proposed uses thereof; the estimated mine life, NPV and IRR for, and forecasts relating to tonnages and amounts to be mined from, and processing and expected recoveries and grades at, the Karchiga Project as well as the other forecasts, estimates and expectations relating to the Karchiga Definitive Feasibility Study Report; the expected effect of copper prices on the economic results of the Karchiga Project; the mine design and plan for the Karchiga Project, including mining at, and production from the Karchiga Project; the anticipated sale of the Akdjol-Tokhtazan Project (including the valuation attributed to the expected proceeds thereon); the future political and legal regimes and regulatory environments relating to the mining industry in Kazakhstan and/or Kyrgyzstan; the Company's expectations and beliefs with respect to the waiver of the State's pre-emptive right with respect to the Karchiga Project and the past placements of the Common Shares being covered thereby; the significance of any individual claims by non-Ontario residents with respect to the Claim; and the Company's future growth (including new opportunities and acquisitions) and its ability to raise or secure new funding.
The forward-looking information in this press release and the Company's MD&A reflects the current expectations, assumptions or beliefs of the Company based on information currently available to the Company. With respect to forward-looking information contained in this press release and the Company's MD&A, the Company has made assumptions regarding, among other things, the Company's ability to generate sufficient funds from debt sources and/or capital markets to meet its future expected obligations and planned activities (including the ability of the Mandated Lead Arrangers to secure a project debt finance facility on terms acceptable to the Company), the Company's business (including the continued exploration and development of, as applicable, the Karchiga Project and the Balkhash Project and the timing and methods to be employed with respect to same), the estimation of mineral resources and mineral reserves, the parameters and assumptions employed in the Karchiga Definitive Feasibility Study Report, the economy and the mineral exploration and extraction industry in general, the political environments and the regulatory frameworks in Kazakhstan and Kyrgyzstan with respect to, among other things, the mining industry generally, royalties, taxes, environmental matters and the Company's ability to obtain, maintain, renew and/or extend required permits, licenses, authorisations and/or approvals from the appropriate regulatory authorities, including the previous waiver granted by the Competent Authority covers any pre-emptive right that the Competent Authority or State has in respect of any past placements, future capital, operating and production costs and cash flow discounts, anticipated mining and processing rates, the Company's ability to continue to obtain qualified staff and equipment in a timely and cost-efficient manner, assumptions relating to the Company's critical accounting policies, and has also assumed that no unusual geological or technical problems occur, and that equipment works as anticipated, no material adverse change in the price of copper, gold or molybdenum occurs and no significant events occur outside of the Company's normal course of business.
Forward-looking information is subject to a number of risks and uncertainties that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realised or substantially realised, there can be no assurance that they will have the expected consequences to, or effects on, the Company. Factors that could cause actual results or events to differ materially from current expectations include, but are not limited to: risks normally incidental to exploration and development of mineral properties and operating hazards; uncertainties in the interpretation of results from drilling and metallurgical test work; the possibility that future exploration, development or mining results will not be consistent with expectations; uncertainty of mineral resource and mineral reserve estimates; technical and design factors; uncertainty of capital and operating costs, production and economic returns; uncertainties relating to the estimates and assumptions used, and risks in the methodologies employed, in the Karchiga Definitive Feasibility Study Report; adverse changes in commodity prices; the inability of the Company to obtain required financing on favourable terms or at all (including with respect to the debt financing expected to be secured by the Mandated Lead Arrangers) or the disposition of the Akdjol-Tokhtazan Project; the Company's inability to obtain, maintain, renew and/or extend required licenses, permits, authorizations and/or approvals from the appropriate regulatory authorities, including (without limitation) the Company's inability to obtain (or a delay in obtaining) the necessary construction and development permits and other risks relating to the regulatory frameworks in Kazakhstan and Kyrgyzstan; adverse changes in the political environments in Kazakhstan and Kyrgyzstan and the laws governing the Company, its subsidiaries and their respective business activities; inflation; changes in exchange and interest rates; adverse general market conditions; lack of availability, at a reasonable cost or at all, of equipment or labour; the inability to attract and retain key management and personnel; the possibility of non-resident class members commencing individual claims in connection with the Claim; the Company's inability to delineate additional mineral resources and mineral reserves; and future unforeseen liabilities and other factors including, but not limited to, those listed under "Risks and Uncertainties" section in the Company's MD&A.
Any mineral resource and mineral reserve figures referred to in this press release and the Company's MD&A are estimates and no assurances can be given that the indicated levels of minerals will be produced. Such estimates are expressions of judgment based on knowledge, mining experience, analysis of drilling results and industry practices. Valid estimates made at a given time may significantly change when new information becomes available. While the Company believes that the mineral resource and mineral reserve estimates in respect of its properties are well established, by their nature mineral resource and mineral reserve estimates are imprecise and depend, to a certain extent, upon statistical inferences which may ultimately prove unreliable. If such mineral resource and mineral reserve estimates are inaccurate or are reduced in the future, this could have a material adverse impact on the Company. Due to the uncertainty that may be attached to inferred mineral resources, it cannot be assumed that all or any part of an inferred mineral resource will be upgraded to an indicated or measured mineral resource as a result of continued exploration. Mineral resources that are not mineral reserves do not have demonstrated economic viability.
Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.