Meridian Mining Announces Final Loans Extended Entirety of outstanding loans now extended to March 2020 LONDON
Meridian Mining Announces Final Loans
Extended
Entirety of outstanding loans now extended to
March 2020
LONDON
,
Oct. 9
2018 /CNW/ - Meridian Mining SE (TSXV: MNO) ("Meridian" or the "Company")
today announced that the Company has successfully extended the last of its outstanding loans with
Sentient Global Resources Fund IV ("the Lender"). The final two loan agreements scheduled to
mature on
September 30
2019 for an aggregated amount of
USD 3.5M
have been be extended to
March 31, 2020
(the "Loan Amendments").
In a highly positive step, and in recognition of the Company's recent and ongoing efforts to
restructure and optimise its high quality manganese operations, the Company's lenders have agreed
to extend all of the Company's loans under the same previous terms and conditions through to
March
31, 2020
. The Company now has financial flexibility to continue its ongoing restructuring towards
profitability, for the benefit of all shareholders.
Mr Clark Interim CEO & President, states,
"The support given by The Sentient Group and Sentient
Executive GP IV to extend the entirety of the loans through to 2020 allows the Company to proceed
with the ongoing operational optimisations. Via this support and the support of its shareholders, the
Company can continue towards transitioning the Espigão operations to a profitable long term
mining business."
As the Lender is considered to be a "related party" of Meridian, the Loan Amendments are
considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions ("MI 61- 101"). Following the
extension of loans that were set to become due and payable on
September 30, 2018
(see the
Company's news release dated
October 1, 2018
), the Loan Amendments were entered into on an
expedited basis for sound business reasons to align all of the Company's outstanding loans with the
same maturity date. However, as a result, the Company did not file the material change report more
than 21 days before entering into the Loan Amendments. The Company is relying on exemptions
from the formal valuation and minority shareholder approval requirements available under MI 61-101.
The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance
on section 5.5(b) of MI 61-101 as no securities of Meridian are listed or quoted on the markets
specified therein. Additionally, the Company is exempt from minority shareholder approval
requirement in section 5.6 of MI 61-101 in reliance on section 5.7(f) of MI 61-101 as the board of
directors of Meridian has determined that the loans and Loan Amendments are on reasonable
commercial terms that are not less advantageous to Meridian than if the loans and Loan
Amendments were obtained from a person dealing at arm's length with the Company, and the loans
and Loan Amendments will not result in the debt becoming convertible or repayable as to principal or
interest, directly or indirectly, in equity or voting securities of the Company. The board of directors of
Meridian has unanimously approved the Loan Amendments, including the Company's reliance on
exemptions from the formal valuation and minority approval requirements of MI 61-101.
On behalf of the Board of Directors of Meridian Mining SE
Gilbert Clark
Interim CEO, President and Director
ABOUT MERIDIAN
Meridian Mining SE is focused on the acquisition, exploration, development and mining activities in
Brazil. The Company is currently focused on exploring and developing the Espigão manganese and
gold projects, the Bom Futuro tin JV area, and adjacent areas in the state of Rondônia. Meridian is
currently producing high grade manganese at its project located at Espigão do Oeste.
Further information can be found at
www.meridianmining.co
.
FORWARD-LOOKING STATEMENTS
Some statements in this news release contain forward-looking information or forward-looking
statements for the purposes of applicable securities laws. These statements include, among others,
statements with respect to the Company's plans for exploration and development of its properties
and potential mineralization. These statement address future events and conditions and, as such,
involve known and unknown risks, uncertainties and other factors, which may cause the actual
results, performance or achievements to be materially different from any future results, performance
or achievements expressed or implied by the statements. Such risk factors include, among others,
failure to obtain regulatory approvals, failure to complete anticipated transactions, the timing and
success of future exploration and development activities, exploration and development risks, title
matters, inability to obtain any required third party consents, operating hazards, metal prices,
political and economic factors, competitive factors, general economic conditions, relationships with
strategic partners, governmental regulation and supervision, seasonality, technological change,
industry practices and one-time events. In making the forward-looking statements, the Company has
applied several material assumptions including, but not limited to, the assumptions that: (1) the
proposed exploration and development of mineral projects will proceed as planned; (2) market
fundamentals will result in sustained metals and minerals prices and (3) any additional financing
needed will be available on reasonable terms. The Company expressly disclaims any intention or
obligation to update or revise any forward-looking statements whether as a result of new
information, future events or otherwise except as otherwise required by applicable securities
legislation.
The Company cautions that it has not completed any feasibility studies on any of its mineral
properties, and no mineral reserve estimate has been established. In particular, because the
Company's production decision relating to Meridian Mineraçao Jaburi S.A, manganese project is not
based upon a feasibility study of mineral reserves, the economic and technical viability of the
Espigão manganese project has not been established.
The TSX Venture Exchange has neither approved nor disapproved the contents of this news release.
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.
SOURCE
Meridian Mining S.E.
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For further information:
Level 18, Portland House, Bressenden Pl, Westminster | London SW1E
5RS | United Kingdom
CO: Meridian Mining S.E.
CNW 13:08e 09-OCT-18