Iberian Minerals Corp. (TSX VENTURE: IZN) is pleased to announce
that its wholly-owned subsidiary, Minas de Aguas Tenidas, S.A.U.
("MATSA"), has signed a facility agreement dated March 30, 2010
(the "Facility Agreement") with BNP Paribas, Natixis and Societe
Generale for a senior debt financing for US$ 50 million (the "
Senior Facility") for the Aguas Tenidas Mine, with the first
advance expected on or around April 15, 2010. Iberian will act as
guarantor under the Facility Agreement.
The proceeds of the Senior Facility will be used to repay the
US$ 21 million Trafigura Beheer B.V. ("Trafigura") bridge facility
and for working capital purposes.
Daniel Vanin, President of Iberian, stated: "The completion of
the Senior Facility is a significant achievement for MATSA. It
provides further validation of the Aguas Tenidas mining operation
and provides stability for the company as it moves forward. We
would like to take this opportunity to thank the lending banks and
Trafigura for its continued support of Aguas Tenidas and
Iberian."
The key features of the Senior Facility are as follows:
Amount: US$ 50 million
Type of Facility: Revolving
Rate: LIBOR plus 3%
Term: 3 years
Mandatory Reductions: Reduces to US$ 47 million after 12 months, US$
42 million after 18 months, US$ 30 million
after 24 months, and US$ 9 million after 30
months
The required commodity hedging program under the terms of the
Senior Facility requires the restructuring of existing hedge
positions and additional hedging of 22,500 FMT of copper and 9,675
FMT of zinc. The counterparty to hedges for Aguas Tenidas Mine is
BNP Paribas, Natixis and Societe Generale.
Additional commodity hedging has been executed and, together
with the restructured commodity hedges, the new MATSA hedging
program is set out in the following table.
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2010 2011 2012 2013 TOTAL
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Restructured Hedging Volumes
Zn Forwards FMT 4,959 16,848 4,896 26,703
Zn Price USD/t 1,630 1,601 1,579 1,603
Cu Forwards FMT 4,104 16,002 396 20,502
Cu Price USD/t 4,300 4,216 4,160 4,232
Zn Short Call FMT 4,900 4,900
Zn Strike Price USD/t 1,500 1,500
Cu Short Call FMT 6,100 6,100
Cu Strike Price USD/t 4,200 4,200
New Hedging Volumes
Zn Forwards FMT 8,550 1,125 9,675
Zn Price USD/t 2,307 2,272 2,303
Cu Forwards FMT 3,600 17,100 1,800 22,500
Cu Price USD/t 7,768 7,471 7,319 7,507
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Zn % Hedged 29% 39% 33% 2% 25%
Cu % Hedged 44% 66% 58% 6% 44%
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There shall be no margin calls or other collateral delivery
obligations under the required hedging program.
Also in connection with the terms of the Senior Facility, MATSA
has restructured its Euro/USD foreign exchange forward contracts,
summarized as follows:
-- 2010 - sale of US$ 84 million at 1.43;
-- 2011 - sale of US$ 34 million at 1.43;
-- 2012 - sale of US$ 34 million at 1.43;
-- 2013 - sale of US$ 6 million at 1.43
As required by the Senior Facility, Trafigura has entered into a
standby facility (the "Standby Facility") with MATSA for US$ 20
million. In addition, Iberian has refinanced an existing CDN$ 25
million convertible debenture held by Dundee Resources Limited (the
"Debenture Re-Financing").
The Facility Agreement is posted on SEDAR at www.sedar.com.
The Standby Facility:
The purpose of the Standby Facility is to fund any additional
cash flow requirements at MATSA pending satisfaction of the
Completion Test mandated in the Facility Agreement, being MATSA
completing production ramp-up and reaching a steady state of
operations.
The terms of the Standby Facility are:
Amount: US$ 20 million
Rate: LIBOR plus 6%
Term: Earlier of Completion (as defined in the
Credit Agreement) or Term of the Senior
Facility
Availability: Immediately
Security: Unsecured
There is no conversion feature, and there are no warrants
attached to the Standby Facility.
Debenture Refinancing:
Dundee Resources Limited ("Dundee") is the holder of a
convertible debenture issued by the Corporation in the amount of
CDN$ 25 million. The debenture bears interest at 6%, payable semi-
annually, matures July 26, 2011, and is convertible at CDN$ 1.38
into units, each unit comprising one registered share and one-half
of a warrant, with each full warrant being exercisable for one
registered share at CDN$ 2.00 for a period of two years. The
debenture grants contractual security to Dundee.
In connection with the Senior Facility, the Corporation has
refinanced the Dundee debenture with two private investors (the
"New Debentures") and Dundee will be repaid in full, with accrued
interest, on or around April 13, 2010.
The New Debentures, totalling CDN$ 25 million, bear interest at
7% payable quarterly in arrears and mature on December 31, 2011. In
connection with the New Debentures, the Corporation has granted to
the investors an aggregate of 44,642,856 non-transferable warrants
to purchase registered shares of the Corporation (the "Warrants").
Each Warrant is exercisable at a price of CDN$ 0.56 (the "Exercise
Price") per registered share until December 31, 2011. The Warrants,
if exercised, shall reduce the outstanding indebtedness of the
Corporation under the New Debentures by an amount equal to the
Exercise Price multiplied by the number of Warrants exercised. The
New Debentures are subordinate to the Senior Facility but in
priority to any advances under the Standby Facility. The New
Debentures are unsecured, and will close on or around April 12,
2010.
The issuance of the New Debentures has been conditionally
approved by the TSX Venture Exchange.
Related Party Transactions
Pursuant to Multilateral Instrument 61-101 ("MI 61-101"), the
entering into of the Standby Facility and the provision of services
by Trafigura regarding the Senior Facility, are "related party
transactions" as Trafigura currently holds 154,582,163 registered
shares representing approximately 45.93% of the issued and
outstanding registered shares of the Corporation. Iberian is exempt
from the formal valuation requirement of MI 61-101 in connection
with entering into of the Standby Facility and the provision of
services regarding the Senior Facility in reliance on section
5.5(b) of MI 61-101 as no securities of the Corporation are listed
or quoted for trading on the Toronto Stock Exchange, the New York
Stock Exchange, the American Stock Exchange, the NASDAQ Stock
market or a stock exchange outside of Canada and the United States.
Additionally the Corporation is exempt from obtaining minority
shareholder approval in connection with entering into of the
Standby Facility and the provision of services regarding the Senior
Facility in reliance on section 5.7(1)(f) of MI 61-101 as the
Standby Facility and the provision of services regarding the Senior
Facility are on reasonable commercial terms that are not less
advantageous to the Corporation than if obtained from an arm's
length party, the Standby Facility is not convertible into
registered shares and no amount is payable in registered shares of
the Corporation.
About Iberian Minerals Corp.
Iberian Minerals Corp. is a Canadian listed global base metals
company with interests in Spain and Peru. The Condestable Mine,
located in Peru approximately 90 km south of Lima, operates at 2.2
million tonnes per year producing copper, and associated silver and
gold in a concentrate. The Aguas Tenidas Mine is in the Andalucia
region of Spain approximately 110 km north-west of Seville and
operates a 1.7 million tonnes per year underground mine and
concentrator that produces copper, zinc and bulk copper/lead
concentrates that also contain gold and silver.
FORWARD LOOKING STATEMENTS:
This news release contains certain "forward-looking statements"
and "forward-looking information" under applicable securities laws.
Except for statements of historical fact, certain information
contained herein constitutes forward- looking statements.
Forward-looking statements are frequently characterized by words
such as "plan", "except", "project", "intend", "believe",
"anticipate", "estimate", and other similar words, or statements
that certain events or conditions "may" or "will" occur.
Forward-looking statements are based on the opinions and estimates
of management at the date the statements are made, and are based on
a number of assumptions and subject to a variety of risks and
uncertainties and other factors that could cause actual events or
results to differ materially from those projected in the
forward-looking statements. Assumptions upon which such
forward-looking statements are based included that all required
third party regulatory and governmental approvals will be obtained.
Many of these assumptions are based on factors and events that are
not within the control of Iberian and there is no assurance they
will prove to be correct. Factors that could cause actual results
to vary materially from results anticipated by such forward-looking
statements include changes in market conditions and other risk
factors discussed or referred to in the annual Management's
Discussion and Analysis and Annual Information Form for Iberian
filed with the applicable securities regulatory authorities and
available at www.sedar.com. Although Iberian has attempted to
identify important factors that could cause actual actions, events
or results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results not to be anticipated, estimated or
intended. There can be no assurance that forward-looking statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Iberian undertakes no obligation to update forward-looking
statements if circumstances or management's estimates or opinions
should change except as required by applicable securities laws. The
reader is cautioned not to place undue reliance on forward-looking
statements.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Contacts: Iberian Minerals Corp. Laura Sandilands Investor
Relations and Corporate Communications 416-815-8558
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