Deal Check: Talamore's $450 million debt package comes with 47 million warrants attached

Talamore Mining (TSX: TALA) increased its project debt facility for the Coffee Project to $450 million from $400 million on September 29. The notes are expensive in two ways: the interest rate, and the equity handed to lenders.

The terms

• Size: $450 million of secured promissory notes, up from $400 million
• Interest: 8.65% a year, paid quarterly
• Term: seven years
• Tranches: $20 million, then $80 million, then up to $350 million, all within 18 months of the first closing
• Security: all assets of the company and its subsidiaries
• Warrants to lenders: 47.25 million, exercisable at $15.50 for seven years

That is one warrant for roughly every $9.50 of notes.

The condition that matters most

The third tranche, up to $350 million and the bulk of the facility, can only be issued once Talamore has "received the final permits necessary for the construction and development of the Coffee Project." Until then, the committed money is $100 million.

The second offer, to warrant holders

Talamore is also offering holders of 35.2 million existing warrants, exercisable at $2.50, an incentive to exercise early. Participants can receive up to 17.6 million new warrants at $15.50. Combined with the July 21 equity offering, the company says the whole package could raise as much as $688 million.

Who is lending

The syndicate includes Pierre Lassonde and Agnico Eagle Mines. Neither is an insider today. The release says that if both exercise existing and new warrants, Lassonde would hold 15.2% on a partially diluted basis and Agnico Eagle 11.7%. Purchasers who are related parties are buying $78 million of notes and receiving 8,190,000 warrants.

What to watch

The special meeting on October 2, where shareholders vote on the facility and the incentive program. Then the permitting timeline, which decides whether the big tranche ever arrives.

Source: Talamore Mining news release, September 29, 2026.