2014-04-14 17:09:08 -
Vancouver, British Columbia (FSCwire) - SACRE-COEUR MINERALS, LTD. (the “Company today announced that it is seeking to further amend the terms of the gold participation bonds (the “Bonds issued by its wholly-owned subsidiary, Sacre-Coeur Minerals (Jersey) Limited (the “Issuer, under a trust deed dated January 15, 2013, as amended (the “Trust Deed.
The Issuer is seeking consent of the Bondholders, by way of an extraordinary resolution, to restructure the agreement for delivery of ETF Units in respect of the remaining principal balance of US$5,379,500, as well provide for the payment of Interest from May 1, 2014 through maturity in ETF Units, where the aggregate number of ETF Units to be delivered is calculated as a fraction of actual gold produced
by the Company.
The Issuer has not yet delivered the ETF Units and Interest due on March 31, 2014 under the Trust Deed. Rather the Company is proposing to the Bondholders that it will effectively reduce the price of gold used to determine the number of ETF Units to be delivered in respect of the remaining principal balance of the Bonds in exchange for Bondholders’ agreement to: 1) eliminate the obligation of the Issuer to deliver all ETF Units that were due on March 31, 2014 and defer the Interest payment that was due March 31, 2014 to April 30, 2014; 2) receive future quarterly deliveries of ETF Units calculated as a fraction of actual gold produced by the Company during the three month period preceding each delivery; 3) pay interest accruing from May 1, 2014 through the Final Maturity Date of December 31, 2016 in ETF Units which will be included in the calculation of the quarterly deliveries of ETF Units described in 2) above; and 4) permit the Company to provide a security interest, to rank on a pari passu basis with the Bondholders, to third parties providing financing to a maximum of US$12 million, excluding development financing for the Company’s Million Mountain Zone 1 initial hard-rock mine and plant. Deliveries of ETF Units to Bondholders calculated based upon gold produced by the Company for each quarterly delivery period shall be subject to certain minimums, which includes aggregate delivery to Bondholders by March 31, 2017 of 5,361 ETF Units (each representing 1 tr oz of gold).
As further inducement for Bondholder approval of this amendment, the Company proposes to continue to deliver ETF Units to Bondholders, calculated on the same basis as referred to above, for four additional quarters following the Final Maturity Date and release of the Bondholders’ security interest.
Agreement to amend the Trust Deed as proposed requires the consent of holders of not less than 75% of the outstanding principal amount of the Bonds by way of an extraordinary resolution.
The Company believes that this final significant amendment will better align the Company’s gold production stream with distributions to Bondholders and permit it to secure necessary financing to advance both its alluvial and hard-rock projects to near term production in accordance with its plans. We believe the amendment as proposed strikes an equitable balance, providing substantial benefit to the Bondholders while underpinning the Company’s development and production program, thus better aligning the goals and serving the interests of all stake-holders.
The Company is engaged in the acquisition, exploration, development, and production of properties for gold, metals and diamonds in South America, initially focussing on exploration and production of gold from its properties in Guyana. The Company presently holds 100% interest in approximately 860 sq. km of mineral properties in Guyana, including the Million Mountain Property which hosts an NI 43-101 compliant hard-rock resource of 12,119,285 tonnes grading 1.0 g/t Au Measured, and 2,175,278 tonnes grading 0.9 g/t Au Indicated for a total 451,000 tr oz Au combined. The Company has offices in Vancouver, Canada and Georgetown, Guyana. More information about the Company is available at <www.scminerals.com>.
The undersigned is a Qualified Person under NI 43-101. All information contained herein has been prepared by or under the supervision of the undersigned.
ON BEHALF OF THE BOARD OF DIRECTORS OF
SACRE-COEUR MINERALS, LTD.
“Gregory B. Sparks”
Gregory B. Sparks, P. Eng.
President & CEO
For further information, contact:
Gregory Sparks, President and CEO
Ryan Carpel, IR Coordinator
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 or “forward-looking information” within the meaning of applicable Canadian securities laws, which we will refer to as “forward-looking information Often, but not always, forward-looking information can be identified by the use of words such as “plans “expects “targets “is expected “budget “scheduled “estimates “forecasts “intends “anticipates” or “believes” or the negatives thereof or variations of such words and phrases or statements that certain actions, events or results “may “could “would “might” or “will” be taken, occur or be achieved. Forward-looking information includes, but is not limited to, statements pertaining to proposed financing, gold production, development activities, commissioning of environmental studies, application for necessary permits for production operations, metallurgical studies, commissioning of a third party feasibility study, arrangement of financing for development, formal production decisions or business combinations.
We can give no assurance that the forward-looking information will prove to be accurate. Forward-looking information by its nature is based on assumptions and involves known and unknown risks, uncertainties and other factors, including those discussed in the Company’s quarterly and annual management discussion and analysis, which are available at www.sedar.com under the Company’s profile, any of which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. The forward-looking information is based on a number of assumptions that management believes are reasonable, including but not limited to assumptions about: the price of gold; the financial condition of the Company; anticipated costs and expenditures; estimated production; mineral resources or reserves and metallurgical recoveries; general business conditions; and the ability to achieve our goals. The forward-looking information is also subject to certain risks, uncertainties and other factors associated with our business, including but not limited to: ability to obtain financing; gold price volatility; risks of not meeting production and cost targets; discrepancies between actual and estimated production; mineral reserves and resources and metallurgical recoveries; mining operational and development risk; litigation risks; regulatory restrictions, including environmental regulatory restrictions and liability; risks of sovereign investment and operating in foreign countries; currency fluctuations; speculative nature of gold exploration; global economic climate; dilution; share price volatility; competition; loss of key employees; additional funding requirements; and defective title to mineral claims or property, as well as those factors discussed in the Company’s quarterly and annual management discussion and analysis. Should underlying assumptions prove incorrect, or should one or more of the risks, uncertainties or other factors materialize, actual results may vary materially from those expressed or implied in the forward-looking information.
Forward-looking information is designed to help you understand management’s current views of our near and longer term prospects, and it may not be appropriate for other purposes. Forward-looking information is based on the reasonable beliefs, estimates and opinions of management at the date the statements are made and is subject to change without notice. These factors should be carefully considered and viewers are cautioned not to place undue reliance on forward-looking information, which speaks only as of the date of this news release. We will not necessarily update this information unless we are required to by applicable securities laws.
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Source: Sacre-Coeur Minerals Ltd. (TSX Venture:SCM) www.scminerals.com/
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