Mr. Richard Moritz reports
YUKON-NEVADA GOLD CORP. PLANS TO ENTER INTO A PREPAID FORWARD GOLD PURCHASE AGREEMENT
Yukon-Nevada Gold Corp. is currently negotiating
a forward gold purchase agreement with Deutsche Bank
AG, London branch, a leading global provider of
financial solutions. Subject to satisfaction of all closing conditions
and internal approval requirements (including Deutsche Bank's credit
committee), Deutsche Bank will finance a $120-million (U.S.) prepaid gold
forward facility to Queenstake Resources USA
Inc., a subsidiary of the company.
The facility is a forward contract currently structured to deliver
173,880 ounces of gold over a 48-month term. The
schedule of gold payments is set forth as follows: during the first six
months of the term, 1,000 ounces per month; for the next six months of the term, 2,000 ounces per month; and for the final 36 months of
the term, 4,330 ounces per month. The 173,880 ounces of gold that have
been committed under this gold facility represent approximately 5.1 per cent of
the total gold resources at Queenstake's wholly owned Jerritt Canyon
property in Nevada, United States. Subsequent to the receipt of the $120-million (U.S.) prepayment, the remainder of the purchase price for the gold
will be paid to Queenstake upon completion of the monthly gold
deliveries to Deutsche Bank and will be equal to the amount that the
gold price exceeds $850 (U.S.) and up to a maximum gold price of $1,700 (U.S.).
Certain components within the agreement, such as gold pricing
valuations, will be finalized at the time of prepayment, which is
anticipated to occur around Aug. 12, 2011. As such, a subsequent news
release regarding the agreement will be issued upon the date of
prepayment with the minimum and maximum gold prices per ounce
expressed. There is no interest payable to the Deutsche Bank during the
term of the facility.
Robert Baldock, president and chief executive officer, states: "We are very pleased to be
entering into this gold forward facility with Deutsche Bank, one of the
world's most reputable leaders in the global commodities market. This
gold loan facility will address all of our capital needs for the
Jerritt Canyon winterization and other announced cap-ex programs which
will enable us to achieve our production targets, increase
profitability and create lasting value for our shareholders."
The repayment of the gold facility will be guaranteed by the company and
various subsidiaries and will involve the registration of various
charges against the company's assets in favour of Deutsche Bank. To
enable the grant of the requisite security, approximately $26-million
of the proceeds of the loan will be used to repay the senior secured
notes issued to noteholders led by Sprott Asset Management LP in
August, 2010. The remainder of the proceeds is to be used for the
capital expenditures at the Jerritt Canyon property, including the
winterization of the processing facility, construction of the tailings
storage facility and development of the existing underground and open-pit mines in addition to further improvements to the gold production
processes to enhance throughput at the mill.
As Deutsche Bank currently holds securities representing more than 10 per cent
of the company's issued and outstanding voting securities (making it an
insider of the company within the meaning of Toronto Stock Exchange policies and
applicable securities regulations) and as the value of the transaction
is greater than 10 per cent of the company's market capitalization (assuming a
current market capitalization of approximately $423-million based on
a share price of 45.5 cents), disinterested shareholder approval of the
transaction is required pursuant to Section 501(c) of the TSX's company
manual. The company expects to obtain the requisite shareholder
approval by means of written consents from holders of more than 50 per cent of
the company's voting securities (excluding those held by Deutsche Bank)
pursuant to Section 604(d) of the TSX company manual.
We seek Safe Harbor.
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