Shearman & Sterling represented Orion Resource Partners (USA) LP and its affiliates ("Orion") and The Blackstone Group’s Blackstone Tactical Opportunities division ("Blackstone"), as lenders and investors, in connection with a debt and equity financing of approximately $400 to $450 million of the Fruta del Norte gold and silver mining project in Ecuador, being developed by Aurelian Ecuador, S.A., an affiliate of Lundin Gold Inc.
The financing contemplates a $150 million gold prepay credit facility and a $150 million stream credit facility, with affiliates of Orion and Blackstone acting as lenders under the respective facilities. The financing is also comprised of an equity investment in Lundin Gold Inc. by way of an Investment Agreement for up to $150 million.
In addition, Shearman & Sterling represented Orion and Blackstone in their negotiation of commercial gold and silver offtake arrangements upon the commencement of commercial operations of the project. The credit facilities are secured by collateral under security agreements and other ancillary documents governed by the laws of New York, Canada and Ecuador.
The Shearman & Sterling team included partner Cynthia Urda Kassis (New York-Project Development & Finance); associates Augusto Ruiloba (New York-Project Development & Finance), Ali Hassanali (New York-Project Development & Finance) and Kelsey Scribner (New York-Corporate); and visiting attorneys Ignacio Valenzuela (New York-Project Development & Finance) and Carolina Zanolo (New York-Mergers & Acquisitions).