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Comstock Closes Transaction with Mackay Precious Metals Valued Over $45M
Comstock announced it has closed the previously announced transaction under which Mackay Precious Metals, a wholly owned subsidiary of Mackay Gold & Silver, acquired 100% of Comstock's mineral, mining, processing and mining-district-related real estate entities, with the aggregate transaction valued at more than $45M. Comstock has now received $20M in cash and 2M common shares of Mackay Gold & Silver currently valued at approximately $4.5M and expects to record a gain in a range of approximately $10M-$12M. The gain on the sale is not expected to result in any cash taxes. The transaction included the sale of all four of the Company's mining subsidiaries - Comstock Mining, Comstock Processing, Comstock Exploration and Development, and Comstock Real Estate - including all mining claims, town lots, processing facilities, operating permits and water rights. Mackay also assumed all of the reclamation obligations and other liabilities associated with the sold entities, along with all associated reclamation and surety bond deposits and collateral. A secured, second-tranche payment of $7M is due within 18 months. Per the sales agreement, Comstock retains a 1.5% NSR royalty from sales of silver, gold, and all other valuable minerals and products extracted from the sold properties, subject to the terms of the Royalty Agreement which was executed at closing. Mackay has the option to buy out the royalty at any time for $3.5M in cash. Comstock will further share in the success of Mackay's exploration and development activities through a contingent payment of $10M if, within seven years following closing, Mackay makes a decision to proceed with the construction of a mine on any of the properties, or Mackay is sold, merged, or otherwise participates in a change-of-control transaction with aggregate consideration of at least $500M. If the contingent payment does not occur, the value of the NSR buy out doubles to $7M after seven years. The divestiture will reduce ongoing payroll, permitting, environmental compliance, and related costs for maintaining these mining assets, resulting in an estimated $1.5M in annual operational savings.
Comstock Metals Completes Integration of Solar Panel Recycling System
Comstock announced that Comstock Metals has fully integrated, tested and operated its complete solar panel recycling system. Comstock Metals has started its first-of-a-kind, industry-scale solar recycling facility. The system has now successfully processed panels through every stage of production, completing the final major milestone in the testing and evaluation of each unit operation. Final integration will be completed mid-August, at which point the ramp-up process to the first production milestone will begin. This milestone transitions Comstock Metals from staged equipment commissioning to full-system operations and production ramp-up. All of the facility's processing stages have now been fully tested and connected and will be operationally integrated over the next few days. The first images in the appended video show the robotic system, feed conveyor, and particle dimensioning system in operation. This is followed by an open view of the oven system before being permanently closed; collectively representing the principal unit operations for shredding, conditioning, and other proprietary Comstock processes, and completing the start-up sequence for the 100,000-ton-per-year production line. The previously announced glass-upgrading systems have also been installed and tested ahead of the original production plan, adding expanded glass-treatment capabilities onto the original designs and supporting the production of higher-specification glass products.
Comstock Inc. Signs Solar Material Recycling Agreement with Illuminate USA
Comstock Inc. and Comstock Metals has entered into a Solar Material Recycling Services Agreement with Illuminate USA. Under the new agreement, Comstock Metals will provide comprehensive recycling services for solar panel materials from Illuminate USA's manufacturing operations in Pataskala, Ohio. The services include safe transportation, sorting, and environmentally responsible recycling for a broad range of solar panel manufacturing byproducts. Illuminate USA operates the largest single-site solar panel manufacturing facility in North America. The two companies will work together over the next few years to responsibly recycle various material streams.
Comstock Establishes Solar Panel Recycling Facility in Cambridge, Ohio
Comstock announced that Comstock Metals, a wholly owned subsidiary of Comstock announced, in collaboration with JobsOhio and OhioSE, its selection of Cambridge, Ohio, as one of the national locations for its industrial-scale solar panel recycling and production facility and logistics hub. The Ohio operation is expected to create 20 full-time positions. The project is supported by a newly announced JobsOhio $75,000 Grant, which promotes economic development, business expansion, and job creation by funding eligible projects. OhioSE supported and assisted the company through the process of establishing itself and obtaining this financial assistance. The Cambridge facility will expand that capacity to ultimately produce aluminum, silver, and glass bead outputs for resale into Midwest industrial supply chains. Ohio Southeast Economic Development is the JobsOhio Network Partner for southern, eastern, and southeastern Ohio, providing economic development work and resources in 25 rural counties.
Comstock Signs Agreement to Sell Mining Assets to Mackay for Over $45M
Comstock announced that it has executed a Securities Purchase Agreement to sell 100% of its mineral, mining, processing and related mining district real estate entities to Mackay Precious Metals, a wholly owned subsidiary of Mackay Gold & Silver Corp., for an aggregate transaction value of over $45M, consisting of over $30M in cash and stock payments, a retained 1.5% NSR royalty, the assumption of all reclamation obligations and liabilities, and an additional contingent future payment of $10M. Mackay will acquire 100% of four Comstock subsidiaries: Comstock Mining LLC, Comstock Processing LLC, Comstock Exploration and Development LLC, and Comstock Real Estate Inc., including all patented and unpatented mining claims, town lots, processing facilities, operating permits and water rights. Upon closing, the company will have received $20M in cash, plus 2 million shares of Mackay Gold & Silver valued at over $3.5M at recent prices. A secured, second-tranche cash payment of $7M is due within 18 months. Mackay may elect to satisfy up to $2M of the second-tranche payment through the issuance of additional Mackay Gold & Silver Corp. shares, subject to the pricing thresholds and conditions set forth in the SPA. All reclamation obligations and liabilities will be assumed by the sold entities and all associated reclamation and surety bond deposits and collateral will also be assigned and remain with the sold entities. Comstock expects the divestiture to reduce ongoing costs associated with maintaining these mining assets, permits, environmental compliance obligations and related activities, resulting in over $1.5M in annualized savings. The company will also retain a 1.5% NSR royalty from sales of silver, gold, and all other valuable minerals and products extracted from these properties, subject to the terms of the Royalty Agreement. Mackay has the option to repurchase the royalty at any time for $3.5M in cash. Comstock will further share in the success of Mackay's exploration and development activities through a contingent payment of $10M if, within seven years following closing, (i) Mackay makes a decision to proceed with the construction of a mine on any of the properties, or (ii) Mackay is sold, merged, or otherwise participates in a change-of-control transaction with aggregate consideration of at least $500M. If the contingent payment does not occur, the value of the NSR buy-out doubles to $7M.
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