Financings
St. Augustine Announces Execution of US$30 Million Convertible Note with TVI Resource Development Phils., Inc.
Secures $30M Related-Party Note to Fund Kingking DFS and Clear Debt

Executive Summary
- St. Augustine Gold and Copper Limited executed a US$30,000,000 unsecured convertible note agreement with TVI Resource Development Phils., Inc. on November 12, 2026.
- The transaction was pre-approved by disinterested shareholders at the June 26, 2026 annual general meeting (99.63% approval) and received conditional TSX approval.
- The note carries an interest rate of Term SOFR plus 3.00% per annum, payable quarterly, with a nine-month maturity from the advance date.
- Conversion terms allow TVI to convert principal and accrued interest into common shares at a fixed price of C$0.175 per share, adjusted for USD/CAD exchange rates on the conversion date.
- Proceeds are designated for the Kingking Copper-Gold Project's definitive feasibility study (DFS), operating expenses, general working capital, and the repayment of approximately US$10,000,000 owed to Metanoia South Pte. Ltd.
- The note and any resulting shares carry a hold period of four months and one day post-issuance.
- TVI is a related party, as CEO Manuel Paolo A. Villar controls TVI and holds overlapping executive roles with St. Augustine.
Material Impact
- The financing directly addresses a known capital requirement, providing immediate liquidity to complete the DFS targeted for Q4 2026 and clearing a $10M liability to Metanoia.
- By structuring the capital raise as a convertible note rather than immediate equity, the company minimizes near-term share dilution while securing necessary funds.
- The conversion price of C$0.175 sits above the current trading level of $0.14, meaning conversion would only trigger dilution if the stock appreciates significantly before maturity.
- The transaction aligns with the April 2026 financing discussions and June 2026 shareholder approval, confirming management's execution of previously communicated capital planning.
- The related-party structure reduces counterparty execution risk but concentrates financial dependence on Villar-controlled entities, which warrants ongoing monitoring for alignment with minority shareholder interests.
- The financing extends the company's operational runway, mitigating immediate liquidity pressure without altering the long-term development timeline or project economics.
SAU · Price
Company Overview
- St. Augustine Gold and Copper Limited is a development-stage mining company focused on the Kingking Copper-Gold Project in Mindanao, Philippines.
- The project is a low-pyrite, porphyry-type copper deposit with significant associated gold values, utilizing open-pit mining with heap-leach and milling processing.
- Preliminary Feasibility Study (PFS) released July 2025 outlines proven and probable reserves of 5.4 billion pounds of copper and 9.8 million ounces of gold.
- Project economics from the PFS show an NPV(7%) of $4.184 billion, an IRR of 34.2%, a payback period of 1.9 years, and a development capital expenditure of $2.4 billion.
- Life of mine is projected at 31 years plus 7 years for stockpile processing, with average annual production of 54,000 tonnes of copper and 186,000 ounces of gold.
- The DFS is targeted for completion in Q4 2026, with optimization studies ongoing to refine engineering, capital requirements, and implementation schedules.