Robex Announces a Credit Facility and a Private Placement
09 May 2014 - 12:41AM
Marketwired
Robex Announces a Credit Facility and a Private Placement
QUEBEC CITY, QUEBEC--(Marketwired - May 8, 2014) - Robex
Ressources Inc. ("Robex" or "the Company")
(TSX-VENTURE:RBX)(FRANKFURT:RB4) is pleased to announce that the
board of directors has approved an agreement in principle to
conclude a subscription agreement (the "Subscription Agreement")
with African Peak Trading House Limited (the "Trading House") to
finance its capitalization by an aggregate amount of CDN$15,000,000
contemplated to take place on or about May 29, 2014 which will also
change the Company's international corporate structure. The Trading
House will subsequently enter into a CDN$15,000,000 senior
non-revolving credit facility through a secured Gold Stream Credit
Agreement ("Gold Loan") with the Company's subsidiary Nampala S.A.
("Nampala") to support and finance the capital expenditures for
production at the gold mine in Moussala, Nampala, Mali (the
"Mine").
On April 3, 2014, the Company announced the completion of the
construction of phase 1 of the Mine. In anticipation of upcoming
completion of the Mine and the beginning of its production phase,
the Company will change its international corporate structure, with
a purpose of improving the Company's return on investment and
restructuring its indebtedness.
The Company will make a subscription in the capital of the
Trading House to fund its operations, as further described
hereunder. The required subscription capital of CDN$15,000,000 will
originate from a short term advance, without interest, made by
Georges Cohen, president and CEO, and a significant shareholder of
the Company. The Trading House will in turn offer secured financing
to Nampala to restructure its intercompany indebtedness, finance
the capital expenditures for the completion and operation of the
Mine, support its production phase and for working capital
purposes. Nampala will refund the Company a portion of its amount
owing of CDN$15,000,000, representing a portion of the advances
made by Company for the construction of the Mine. The Company will
use these funds to reimburse the short term advance of
CDN$15,000,000 made by Georges Cohen to implement the Subscription
Agreement.
Under the terms of the Subscription Agreement, the Company will
purchase 1,000 Common Shares and 15,000,000 Class B Shares of the
Trading House, respectively, at CDN $1.00 per share in a private
placement (the "Trading House Private Placement").
On February 28, 2014, the GII Trust was registered in Gibraltar
and was created pursuant to a trust deed dated February 17, 2014.
The GII Trust will subscribe to 1,000,000 Class A shares of the
Trading House at CDN$0.001 per Class A share ("Class A Shares")
(the "Trust Private Placement"). The Class A Shares will confer
voting rights to the GII Trust and the legal control of the Trading
House. The Class A Shares are entitled to a preferential
discretionary dividend up to CDN$0.05 per Class A Share (CDN$50,000
in the aggregate) per year.
The Trading House Private Placement is a related party. The
Company is relying on exemptions provided under sections 5.5 and
5.7 of Regulation 61-101 respecting Protection of Minority
Security Holders in Special Transactions.
Following the Trading House Private Placement, Company will own
all the issued and outstanding Common Shares and all the issued and
outstanding Class B Shares of the Trading House. The Company will
continue to own its shares in Nampala. The GII Trust will own
1,000,000 Class A Shares of Trading House.
The Trading House will use the subscription proceeds from the
Trading House Private Placement to establish, in favour of Nampala,
a CDN$15,000,000 senior non revolving credit facility by way of the
Gold Loan. The proceeds from the Gold Loan will be used by the
Company to the restructure its intercompany indebtedness, fund
capital expenditures for the construction and operation of the Mine
and for working capital purposes. Under the Gold Loan, Nampala will
deliver to the Trading House all of the doré bars extracted from
the Mine over a ten years period, in payment of the capital and
interest owed under the Gold Loan. The Trading House will sell the
doré bars on the international open market and distribute its
profits by way of intercompany dividends to the Company. Nampala
will be a guarantor under the Gold Loan and will also enter into
security agreements to grant liens on its properties and assets to
the Trading House in order to secure its obligations under the Gold
Loan.
Mr. Cohen stated: "Due to the unstable situation in the North of
Mali, it is considered a high risk country with the consequence
that medium and long term debts are priced accordingly. By
structuring a gold loan, Robex was able to secure long term
financing even in spite of the situation in the North of Mali. This
provides us with more flexibility to expand and grow our operations
in Mali".
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This press release contains statements that may constitute
"forward-looking information" or "forward-looking statements" as
set out within the context of security law. This forward-looking
information is subject to many risks and uncertainties, some of
which are beyond Robex Inc.'s ("Robex") control. The actual results
or conclusions may differ considerably from those that have been
set out, or intimated, in this forward-looking information. There
are many factors which may cause such disparity, especially the
instability of metal market prices, the results of fluctuations in
foreign currency exchange rates or in interest rates, poorly
estimated reserves, environmental risks (stricter regulations),
unforeseen geological situations, unfavourable extraction
conditions, political risks brought on by mining in developing
countries, regulatory and governmental policy changes (laws and
policies), failure to obtain the requisite permits and approvals
from government bodies, or any other risk relating to mining and
development. There is no guarantee that the circumstances
anticipated in this forward-looking information will occur, or if
they do occur, how they will benefit Robex. The forward-looking
information is based on the estimates and opinions of Robex's
management at the time of the publication of the information and
Robex does not assume any obligation to make public updates or
modifications to any of the forward-looking statements, whether as
a result of new information, future events, or any other cause,
except if it is required by securities laws.
The TSX Venture Exchange or its Regulation Services Provider
(as defined in the policies of the TSX Venture Exchange) accepts no
liability for the authenticity or accuracy of this
release.
Augustin RousseletChief Financial
Officerinfo@robexgold.com+1.581.741-7421
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