Aya Gold & Silver Closes US$100 Million Project Financing Facility for Zgounder Silver Mine Expansion

MONTREAL, Feb. 7, 2023 /CNW Telbec/ - Aya Gold & Silver Inc. (TSX: AYA) (OTCQX: AYASF) ("Aya" or the "Corporation") is pleased to announce the Corporation has closed the US$100 million project financing facility (the "Facility") to support construction of the Zgounder Silver Mine expansion in the Kingdom of Morocco.

As announced in the news release dated October 25, 2022, the Facility consists of a US$92 million loan provided by the European Bank for Reconstruction and Development ("EBRD") and a US$8 million tranche (pari-passu with the EBRD) by the Climate Investment Funds through its Clean Technology Fund ("CTF").

Key terms of the loan agreement remain unchanged and include:

• US$92 million loan provided by EBRD
• US$8 million loan provided by CTF. Interest rate is equal to the all-in rate at the time of signing reduced following achievement of three milestones:
• Milestone 1: Task Force on Climate-related Financial Disclosures ("TCFD") report disclosed by end of 2023 will result in a 25% rate reduction;
• Milestone 2: Completion of certain capital expenditure set out in the TCFD report and in the development plan by end of 2024 will result in a 50% rate reduction;
• Milestone 3: Reaching "advanced" maturity on the TCFD's Climate Governance and Strategy recommendation will result in reduction of interest to an all-in rate of 1.00%. 
• 6-year maturity
• 2-year principal grace period
• 24-month availability period
• 6-month SOFR (0% floor) + 5.00%
• CTF tranche can reduce to all-in rate of 1.00% following certain actions (see milestones above)
• Interest and capital paid twice yearly
• Commitment fee representing 30% of margin for undrawn amounts during the availability period
• Cost overrun account of US$18 million funded prior to first drawdown, debt service reserve account of US$16.3 million funded at the end of the grace period
• Drawdowns available upon satisfaction of certain customary conditions precedent
• No mandatory silver hedging, offtakes, production-linked payments or equity issuances as part of its structure

"This project financing, along with the recently completed and very successful equity offering, corroborates our positive view on Morocco and provides Aya financial flexibility as we continue with the Zgounder Silver Mine expansion," said Benoit La Salle, President and CEO. "For this, we would like to thank our funding partners, who have worked diligently to close this Facility, and we look forward to delivering value for all stakeholders and achieving the operational and ESG milestones set out by this partnership."

Aya Gold & Silver Inc. is a rapidly growing, Canada-based silver producer with operations in the Kingdom of Morocco.

The only TSX-listed pure silver mining company, Aya operates the high-grade Zgounder Silver Mine and is exploring its properties along the prospective South-Atlas Fault, several of which have hosted past-producing mines and historical resources. Aya's Moroccan mining assets are complemented by its Tijirit Gold Project in Mauritania, which is being advanced to feasibility.

Aya's management team has been focused on maximizing shareholder value by anchoring sustainability at the heart of its operations, governance, and financial growth plans.

For additional information, please visit Aya's website at www.ayagoldsilver.com

This press release contains certain statements that constitute forward-looking information within the meaning of applicable securities laws ("forward-looking statements"), which reflects management's expectations regarding Aya's future growth and business prospects (including the timing and development of new deposits and the success of exploration activities) and other opportunities. Wherever possible, words such as "plans", "expects", "objective", "significant", "deliver", "plan", "scheduled", "believe", "intend", "ability to" and similar expressions or statements that certain actions, events or results "may", "could", "would", "might", "will", or are "likely" to be taken, occur or be achieved, have been used to identify such forward-looking information. Specific forward-looking statements in this press release include, but are not limited to, statements and information with respect to the exploration and development potential of Zgounder and the conversion of Inferred Mineral Resources into Measured and Indicated Mineral Resources, future opportunities for enhancing development at Zgounder, and timing for the release of the Company's disclosure in connection with the foregoing. Although the forward-looking information contained in this press release reflect management's current beliefs based upon information currently available to management and based upon what management believes to be reasonable assumptions, Aya cannot be certain that actual results will be consistent with such forward-looking information. Such forward-looking statements are based upon assumptions, opinions and analysis made by management in light of its experience, current conditions, and its expectations of future developments that management believe to be reasonable and relevant but that may prove to be incorrect. These assumptions include, among other things, the closing and timing of financing, the ability to obtain any requisite governmental approvals, the presence of artisanal miners, obtaining regulatory permits for on site work, importing goods and machinery and employment permits, the accuracy of Mineral Reserve and Mineral Resource Estimates (including, but not limited to, ore tonnage and ore grade estimates), the price of silver, the price of gold, exchange rates, fuel and energy costs, future economic conditions, anticipated future estimates of free cash flow, and courses of action. Aya cautions you not to place undue reliance upon any such forward-looking statements.

The risks and uncertainties that may affect forward-looking statements include, among others: the inherent risks involved in exploration and development of mineral properties, including government approvals and permitting, changes in economic conditions, changes in the worldwide price of silver gold and other key inputs, changes in mine plans (including, but not limited to, throughput and recoveries being affected by metallurgical characteristics) and other factors, such as project execution delays, many of which are beyond the control of Aya, as well as other risks and uncertainties which are more fully described in Aya's 2021 Annual Information Form dated June 16, 2022, and in other filings of Aya with securities and regulatory authorities which are available on SEDAR at www.sedar.com. Aya does not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs, and opinions change. Nothing in this document should be construed as either an offer to sell or a solicitation to buy or sell Aya securities. All references to Aya include its subsidiaries unless the context requires otherwise.

SOURCE Aya Gold & Silver Inc

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