Aris Mining Corporation (Aris Mining or the Company) (TSX: ARIS) (NYSE-A: ARMN) today announces the pricing of its offering of US$450 million aggregate principal amount of 8.000% Senior Notes due 2029 (the “Notes”). The offering is expected to close on or about October 31, 2024. Aris Mining intends to use the net proceeds from the offering of the Notes to fund the redemption of its outstanding 6.875% Senior Notes due 2026 (the “2026 Notes”) and for working capital and general corporate purposes.

Pursuant to the terms of the indenture governing the 2026 Notes, the Company has issued a conditional notice of redemption to redeem the outstanding 2026 Notes, which redemption will be conditional upon the successful completion of the offering of the Notes.

The Notes will be offered and sold in the United States only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the United States Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act. The Notes will be offered and sold in Canada on a private placement basis pursuant to certain prospectus exemptions.

The offer and sale of the Notes will not be registered under the Securities Act and the Notes may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall there be any offer or sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Aris Mining

Aris Mining is a gold producer in the Americas, currently operating two mines with expansions underway in Colombia. The Segovia Operations and the Marmato Upper Mine produced 226,000 ounces of gold in 2023. Aris Mining is targeting a production rate of approximately 500,000 ounces of gold per year in the second half of 2026, following a ramp-up period after the Segovia mill expansion scheduled for completion in Q1 2025 and the Marmato Lower Mine’s first gold pour in late 2025. Aris Mining also operates the 51% owned Soto Norte joint venture, where studies are underway on a new, smaller scale development plan, with results expected in early 2025. In Guyana, Aris Mining is advancing Toroparu, a gold/copper project. Aris Mining intends to pursue acquisitions and other growth opportunities to unlock value through scale and diversification.

Aris Mining promotes the formalization of traditional miners into contract mining partners as this process enables all miners to operate in a legal, safe and responsible manner that protects them and the environment.

Forward-Looking Information

This news release contains “forward-looking information” or “forward-looking statements” within the meaning of Canadian and U.S. securities legislation. All statements included herein, other than statements of historical fact, including, without limitation, statements relating to the completion and timing of this offering and the intended use of proceeds from this offering, the Company’s plans to redeem the 2026 Notes, project development plans and future performance, are forward-looking. Generally, the forward-looking information and forward looking statements can be identified by the use of forward looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, “will continue” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”.

Forward looking information and forward looking statements, while based on management’s best estimates and assumptions, are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Aris Mining to be materially different from those expressed or implied by such forward-looking information or forward looking statements, including but not limited to those factors discussed in the section entitled “Risk Factors” in Aris Mining’s Annual Information Form dated March 6, 2024 which is available on SEDAR+ at www.sedarplus.ca and in the Company’s filings with the SEC at www.sec.gov. These factors should be considered carefully, and readers should not place undue reliance on the Company’s forward-looking statements. The Company has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Aris Mining Announces Pricing of US$450 Million Senior Notes Offering to Fund Redemption of Outstanding 6.875% Senior Notes

In a nail biting sequence of events the Caribbean Court of Justice (the “CCJ”) at the last minute on Wednesday stopped the sale of a Queenstown house owned by Hardat Singh pending his appeal, moments before its scheduled execution sale, despite the Guyana Court of Appeal’s refusal to do so.

The case before the CCJ arises from a US$300,000 money judgment granted in favour of Ann Narine against Hardat Singh back in 2020.

Judgment was granted against Singh after a hearing was held in his in absence, after Narine claimed that she served him with the proceedings by courier in New York. Singh appealed to the Full Court saying he was not served with the proceedings, that he didn’t know of the hearing date, and that in any event, he didn’t owe Narine anything. He contended that there was no credible evidence in support of Narine’s claims and in the interests of justice the judgment issued should be set aside.

On June 14, 2022, the Full Court comprising of Justices Barlow and Corbin denied his appeal.

Singh then applied to the Court of Appeal on June 28, 2022 for leave to appeal. On July 6, 2022, Narine obtained a writ of seizure and sale of Singh’s Queenstown home. Upon learning of the seizure, Singh ion August 12, 2022 made an urgent application to the Guyana Court of Appeal for a stay citing the looming execution sale. Despite the obvious urgency and letters written by Singh’s counsel to the Registrar, the Court of Appeal took more than 6 months to schedule the matter for hearing. At the hearing eventual held in February 2023, the Judge in Chambers, Justice Dawn Gregory, indicated that she was reluctant to grant a stay for procedural reasons since the application for leave for appeal had not yet been determined, and that she could not do so until leave to appeal had been granted by the Court of Appeal, and suggested that Singh refile his application before the full bench of the Court of Appeal.

In February, 2023, the Marshalls of the High Court levied upon Singh’s property, in the final step before the execution sale, the Court of Appeal up until this point declining to intervene. On April 20, 2023, Singh filed another application for a stay of the execution sale, and despite multiple correspondences to the Court requesting the matter be heard, the Court of Appeal did not respond. At this juncture Singh was effectively left without a remedy, the Court of Appeal on one hand not scheduling his application for leave to appeal for a hearing, and on the other saying that it could not grant a stay until his application for leave to appeal had been granted.

Then, more than two years after Singh’s application for leave to appeal, on April 19, 2024, the Court of Appeal, comprising of Chancellor Yonette Cummings, Justice Dawn Gregory, and Justice Navindra Singh, finally granted Singh’s application for leave to appeal. Despite granting leave to appeal, and despite the looming execution sale, the majority of the judges of the Court of Appeal still refused to address Singh’s second application for a stay, which by this time was pending for one year.

On June 8, 2024, the sale of Singh’s property was gazetted to be sold on Tuesday July 2, 2024. Singh alerted the Court to request that the request for a stay be granted, and again no response was received. Then on Friday June 28, 2024, a few business hours before the scheduled execution sale, the majority of the judges of the Court of Appeal comprising of Justices Cummings and Gregory (Justice Navindra Singh dissenting), denied Singh’s appeal.

Singh pleaded with the Court to issue a temporary stay of the execution sale, to allow him time to appeal to the Caribbean Court of Justice, stating that since the Court of Appeal’s decision was issued on a Friday afternoon, and that since Monday July 1, 2024 was a holiday, it would be less than 4 working hours before his house would be sold. Singh pointed out that without at least a short stay, he would have very little time to file an appeal to the CCJ, and that if his house was sold on July 2, 2024, his appeal would be moot and he would be without any remedy. While Justice Navindra Singh was minded to grant the stay for a few days given the looming holiday weekend, Justice Cummings and Gregory refused the application, stating that Singh was at liberty to make his filing with the CCJ.

With only hours to spare, Singh made a last ditch attempt to secure a stay directly from the CCJ, filing an application on Monday July 1, 2024, a holiday in Guyana, and secured Narine’s counsel’s consent to delay the execution sale to July 4, 2024. Despite the Court of Appeal’s previous refusal to issue a stay, on July 3, 2024, 48 hours after Singh’s filing, the CCJ granted a stay of the execution sale pending the hearing of Singh’s application for leave to appeal. The CCJ’s approach appears to be completely opposite approach to that taken by the Guyana Court of Appeal, since not only did the CCJ decide the application for a stay within hours after the application being made (as opposed to the years taken by the Court of Appeal), but the CCJ granted a stay of the execution proceeding despite the fact that it had not yet granted leave to appeal. By the CCJ granting the stay, Singh’s house will not be sold, the status of quo being preserved pending appeal. This is at least the second time in the last few months that the CCJ has issued orders stopping the Guyana Court proceedings. Singh’s application for leave to appeal will be heard by the CCJ over the next few weeks. Singh is represented by Devindra Kissoon and Natasha Vieira of London House Chambers, with Joseph Harmon as additional counsel.

CCJ grants stay of enforcement of money judgment despite repeated delays and denials by Court of Appeal

CCJ Grants Jagdeo’s Appeal in Ferguson Libel Matter

In a 29-page ruling handed down this afternoon, the Caribbean Court of Justice granted Vice President Bharrat Jagdeo’s appeal reversing the Court of Appeal’s rejection to hear his application for leave to appeal the High Court’s refusal to set aside the default judgment rendered in the Annette Ferguson libel matter. Jagdeo was represented by attorney Devindra Kissoon of London House Chambers, and Ferguson, by attorney Lyndon Amsterdam.

High Court Judge Sandra Kurtzious had previously granted default judgment in favour of Ferguson and issued an award of damages and costs against Jagdeo in the amount of G$20M. Jagdeo unsuccessfully applied to set aside that decision, Justice Kurtzious refusing to do so, she only setting aside the award of damages.

He subsequently appealed that refusal to the Full Court. On hearing the appeal, Justice Priya Beharry ruled in favour of Jagdeo, while Chief Justice Roxane George disagreed and ruled that the default judgment should not be set aside, resulting in a divided Full Court.

Upon learning of the divided decision, Kissoon applied to the Full Court for a rehearing before three judges, or alternatively for leave to file a fresh Full Court appeal. Both applications were again denied.

By operation of the provisions of the High Court Act, the result of a divided Full Court was that Justice Kurtzious’ refusal was upheld.
Jagdeo, through his lawyer Kissoon, then applied to the Court of Appeal for leave to appeal the Full Court decision and for a stay of proceedings. The Court of Appeal, in a judgment delivered by Justice Rishi Persaud, along with Chancellor Yonette Cummings and Justice Dawn Gregory, refused to hear the application for leave, saying that the Court had no jurisdiction to do so, and ordered that the High Court proceed with its assessment of damages against Jagdeo. The Court of Appeal also ruled that since there was divided Full Court, the decision was not appealable.

Despite Kissoon’s multiple attempts to stay the assessment hearing both in the Court of Appeal and the High Court, the application for a stay was not granted, Justice Kurtzious proceeding with the assessment hearing despite the pendency of the CCJ Appeal, and indicated that she would rule on a quantum before the end of January 2024.

Having lost five applications in three lower courts, Jagdeo then turned to the CCJ for relief, successfully reversing the Court of Appeal decision.

In so doing, the CCJ, citing Jagdeo’s “impressive submission”, agreed that “it would be contrary to the objective and intent of the statutory regime of appeals to hold that the Court of Appeal has no jurisdiction to give leave simply because of the happenstance that the Full Court was composed of two High Court judges who were divided in their opinions. It must be extremely doubtful that the legislature would have invested the Court of Appeal with jurisdiction to give leave to hear an appeal from a decision reached by a three-member Full Court but to divest the Court of Appeal of that jurisdiction simply because there was a two-member Full Court which had divided opinions.”

Importantly, the CCJ noted that if the Court of Appeal’s decision was followed, “it would forever inoculate the decision of a single High Court Judge from review and thereby, potentially, forever immunize injustices from correction and for no good forensic reason intelligible upon any fair and reasonable reading of the legislation.”

Accordingly, the CCJ granted Jagdeo’s appeal and remitted the matter back to the Court of Appeal to consider the pending application for leave to appeal. It also granted his application to stay the High Court’s assessment of damages, pending the final outcome of proceedings.

https://dpi.gov.gy/contract-signed-for-us759m-wales-natural-gas-plant/