Mangazeya Mining Ltd. Announces the Novation of the US$150 million Loan Facility from VTB Capital plc to Unique Goals International Ltd. and the Extension of the Bridge Loan
TORONTO, Oct. 3, 2013 /CNW/ - Mangazeya Mining Ltd. ("Mangazeya" or the "Company", and formerly known as "White Tiger Gold Ltd.") (NEX: MGZ) announces that Unique Goals International Ltd. ("Unique") and VTB Capital plc have agreed to the transfer of the Company's US$150 million senior secured term loan facility ("Loan Facility") by way of novation. The Company is also announcing that the maturity date of the bridge loan facility ("Bridge Loan"), between Unique and the Company, has been extended to December 31, 2013.
Purchase and Transfer of the Loan Facility
On October 3, 2013, Unique (as the New Lender), entered into a Sale, Purchase and Settlement Agreement with VTB Capital plc (as the Existing Lender and Agent), pursuant to which the Existing Lender and the New Lender agree to the Existing Lender transferring to the New Lender by novation ("Novation") all of the Existing Lender's commitment, rights and obligations under the Loan Facility. The transaction is expected to close on or before October 4, 2013. The Loan Facility was entered into between the Company's wholly-owned subsidiary Diascia Investments Limited and VTB Capital plc on February 2, 2012 and amended and restated on March 7, 2012.
Extension of Bridge Loan Maturity Date
On March 4, 2013, the Company announced that it entered into the US$1.5 million Bridge Loan from Unique. At the time of the agreement, the Bridge Loan was unsecured, scheduled to mature on April 15, 2013 and bore interest at 15% per annum. On April 26, 2013, the loan amount was increased to US$12,500,000, the maturity date was extended to June 26, 2013 and the loan bore interest at 15% per annum. On June 26, 2013, the Company and Unique amended the terms of the Bridge Loan for a second time. Under the second set of amendments to the Bridge Loan, the loan amount was increased to US$25,000,000 and the maturity date was extended to September 15, 2013.
On October 3, 2013, Unique and the Company agreed to extend the maturity date of the Bridge Loan to December 31, 2013. The amendment of the Bridge Loan is subject to NEX approval.
About Unique Goals International Ltd.
Unique Goals International Ltd. is a company beneficially owned, directly or indirectly, by Mr. Sergey Yanchukov, the Chief Executive Officer, Chairman and controlling shareholder of the Company. By virtue of Mr. Yanchukov's status as an insider of the Company, the provision of the Bridge Loan and the Novation of the Loan Facility constitute related party transactions under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). However, pursuant to paragraph 5.4 of MI 61-101, a formal valuation is not required as the transactions do not fall under paragraphs (a) through (g) of the definition of a related party transaction. In addition, pursuant to paragraph 5.7(f), an exemption for minority approval requirements for a related party transaction is available to the Company as the Bridge Loan and Loan Facility (the subject of the Novation) are from a related party on reasonable commercial terms that are not less advantageous to the Company than if the loan or credit facility were obtained from a person dealing at arm's length with the issuer, and the loan, or each advance under the credit facility, as the case may be, is not:
|(a)||convertible, directly or indirectly, into equity or voting securities of the issuer or a subsidiary entity of the issuer, or otherwise participating in nature; or|
|(b)||repayable as to principal or interest, directly or indirectly, in equity or voting securities of the issuer or a subsidiary entity of the issuer.|
About Mangazeya Mining Ltd.
Mangazeya Mining Ltd. is a NEX-listed mining and exploration company, focused on the development of mineral resources in the Russian Federation.
Neither the 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.
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Mangazeya Mining Ltd. (formerly "White Tiger Gold Ltd.")
Chief Executive Officer and Chairman