Red Tiger Announces Debt Restructuring and Non-Brokered Private Placement

TORONTO, Aug. 14, 2015 /CNW/ - Red Tiger Mining Inc., (TSXV: RMN), ("Red Tiger" or the "Company") announces that it has restructured its senior secured loan (the "Senior Loan") and its subordinate secured loan (the "Gerald Loan") such that:

  • Gerald Metals S.A. ("Gerald Metals") has acquired the Senior Loan and will provide Red Tiger with an additional US$1.5 million working capital facility (the "Working Capital Facility");
  • The Working Capital Facility plus the accrued interest on the Gerald Loan of approximately US$1.7 million has been given a priority ranking (the "Priority Tranche") over all other Red Tiger debt facilities;
  • The US$3.5 million principal amount of the Gerald Loan has been combined with the approximately US$9.5 million outstanding Senior Loan balance to form a second tranche of secured debt of approximately US$13.0 million (the "Second Tranche");
  • Both the Priority Tranche and the Second Tranche shall bear interest at a rate of 9.9% per annum, a reduction from the previous rates of 10.9% under the Senior Loan and 15.0% under the Gerald Loan.

Red Tiger also announces that it has extended the term of its copper Offtake Agreement with Gerald Metals from an expiry of 2018 to life of mine. All other commercial terms remain the same. Furthermore, as Red Tiger plans to develop its gold resource, Red Tiger will enter into an exclusive, life of mine, gold Offtake Agreement with Gerald Metals under commercially acceptable terms.

Red Tiger further announces that it intends to complete a CAD$1,635,000 non-brokered private placement to Gerald Metals and to insiders of the Company consisting of 32,700,000 Red Tiger common shares (the "Private Placement") at a price of CAD$0.05 per common share. Red Tiger intends to use the Private Placement proceeds to fund the recommencement of mining operations.

No commission or finder's fee will be paid in connection with the Private Placement. The shares will be offered pursuant to exemptions from prospectus requirements of applicable securities legislation and will be subject to a hold period of four months and a day from their date of issuance. The Private Placement is subject to TSX Venture Exchange approval.

Any subscriptions by insiders will be considered to be related party transactions within the meaning of TSX Venture Exchange ("TSXV") Policy 5.9, which incorporates Multilateral Instrument 61-101 ("MI 61-101"). The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such participation.

About Red Tiger Mining

Red Tiger is engaged in copper cathode production, and in the exploration and development of copper and gold projects through its wholly-owned subsidiary, Minerales Libertad, S.A. de C.V. ("Minerales") at San Antonio de la Huerta, in the state of Sonora, Mexico.

On July 1, 2013, Minerales placed the Luz del Cobre Copper Project, an open-pit, heap leach, copper recovery operation into commercial production. The Company has other prospects on its over eleven thousand-hectare concession at various stages of exploration, and is potentially a gold producer in the mid-term.

Red Tiger is listed on the TSX Venture Exchange (symbol "RMN"). The number of shares outstanding is 112,246,957.

About The Gerald Group

The Gerald Group ("Gerald") is a leading private global merchant of physical commodities, focused primarily in non-ferrous and precious metals. Gerald is one of the top five global non-ferrous merchants and is the world's largest privately-held enterprise in this sector.

Gerald was founded in 1962 and is headquartered in the U.S. with 16 offices across 5 continents and activities in 40 countries. Over the last 53 years, Gerald has been actively engaged in the physical merchanting, development, trade and structured financing of commodities and commodity linked assets.

Gerald has a multibillion-dollar balance sheet and greater than $10 billion in turnover, as well as a global platform tailored to serve the physical commodities industry.

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.

Forward-Looking Information

This press release contains certain "forward-looking information". All statements, other than statements of historical fact, that address activities, events or developments that Red Tiger believes, expects or anticipates will or may occur in the future (including, without limitation, statements relating to the debt restructuring, the Private Placement, the recommencement of mining operations and TSX Venture Exchange approval of the Private Placement) constitute forward-looking information. This forward-looking information reflects the current expectations or beliefs of Red Tiger based on information currently available to Red Tiger as well as certain assumptions including, without limitation, the assumption that Red Tiger will complete the Private Placement and be granted TSX Venture Exchange approval in respect of the private placement, and be able to recommence mining operations as proposed. Forward-looking information is subject to a number of significant risks and uncertainties and other factors that may cause the actual results of Red Tiger to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on Red Tiger. Factors that could cause actual results or events to differ materially from current expectations include, but are not limited to, TSX Venture Exchange approval for the Private Placement not being obtained, unforeseen difficulties in connection with the process for recommencing production at Red Tiger's mine.

Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, Red Tiger disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although Red Tiger believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.

SOURCE Red Tiger Mining Inc.

For further information: Red Tiger Mining Inc., 120 Adelaide Street West, Suite 800, Toronto, ON, M5H 1T1, Fax: 416-361-6455, info@redtigermining.com, www.redtigermining.com; David Lurie, CEO & CFO, Tel.: 416-361-2211, dlurie@redtigermining.com

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