Nordic Mines has reached an agreement in principle with the Company's lenders
August 11, 2014 - London
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PRESS RELEASE, August 11, 2014
The English text is an unofficial translation of the Swedish original and in case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail. This is not a legal document
Nordic Mines AB (publ) ("Nordic Mines" or the "Company") has reached an agreement in principle with the Company's lenders including write down of debt from EUR 45.1m to EUR 12.5m, payment of one-off cost of EUR 2.5m and issue of warrants in Nordic Mines equal to the higher value of 12 percent of outstanding shares in the Company or EUR 2.5m. The agreement in principle includes that the Company accepts great demands when it comes to the preparation of a ramp up plan and a financial model and operating tests. If the Finnish subsidiary does not comply with those demands, an event of default under the facility agreement will be at hand which may result in that the lenders have a right to apply for the Finnish composition plan to lapse.
Having the agreement in principle with the Company's lenders in place the Company now expects that all conditions for application for subscription of shares in the rights issue may be fulfilled before the end of the extended application period.
The Company disclosed through a press release on June 5, 2014 that the Company had entered into a non-binding so called term sheet with the Company's lenders regarding the principal conditions for, inter alia, write-downs of existing claims. Subsequently to that, the Company has continued to discuss the terms and conditions with the lenders and administrators in Sweden and Finland in order to reach a final agreement. Simultaneously, the District Court of Uppsala has on August 7, 2014 made its decision to adopt the composition plan proposals, filed with the District Court by the administrator for the group's Swedish subsidiaries, attorney Håkan Rudström at Advokatfirman Lindahl. The District Court of Uleåborg has on July 31, 2014 made its decision to adopt the composition plan proposal filed with the District Court by the administrator of the Company's Finnish subsidiary.
Agreement in principle with the Company's lenders
The agreement in principle is based on the previously agreed non-binding so called term sheet and includes, inter alia:
- Write down of debt from EUR 45.1m (approx. SEK 406m) to EUR 12.5m (approx. SEK 113m).
- One-off cost of EUR 2.5m (approx. SEK 23m) to pay accrued interest and other costs related to current debt.
- Issue of warrants in Nordic Mines directed to the Company's creditors. The new shares that can be subscribed by exercising the warrants, where the parties' intention is that those shall be paid through a set-of issue of existing claims under the facility agreement, should after the rights issue be equal to the higher value of 12 percent of outstanding shares in the Company or EUR 2.5m (approx. SEK 23m).
The agreement in principle also includes that the Company accepts great demands when it comes to the preparation of a ramp up plan for the Laiva mine and an updated financial model (which shall be approved by the lenders) and that various operating tests shall start to be measured already for the period February 1 - April 30, 2015. If the Finnish subsidiary does not comply with those demands, an event of default under the facility agreement will be at hand which may result in that the lenders have a right to apply for the Finnish composition plan to lapse.
Final contract documentation is expected to be signed by the parties within the next coming days. Additional information regarding the final terms of the agreement will be presented in the supplementary prospectus that is expected to be registered by the Swedish Supervisory Authority and published within a few days after the final contract documentation has been signed by the parties.
The final agreement is also conditional upon approval from the administrator of the group's Swedish entities and the supervisor of the composition plan for the Company's Finnish subsidiary.
Nordic Mines' extraordinary general meeting resolved on April 28, 2014 to approve the Rights Issue previously resolved by the Board of Directors. The Rights Issue is intended to provide the Company with at least SEK 150m. The application period runs, following extension (as per press release on August 4, 2014) up until August 15, 2014.
Applications to subscribe for shares in the rights issue, with or without preferential rights, is conditional upon that an agreement is reached between the Company, Nordic Mines Oy and the Company's lenders regarding, inter alia, write-downs of existing claims under the facility agreement further described in the prospectus and that the Swedish and Finnish court respectively has determined on composition plans in regards to the ongoing Swedish company reorganization and the Finnish company reorganization relating to companies within the Nordic Mines Group. Having the agreement in principle with the Company's lenders in place the Company expects that all conditions for the application for subscription of shares in the rights issue may be fulfilled.
Additional information about Nordic Mines and the rights issue
A prospectus describing Nordic Mines and the rights issue and subscription forms are available at Nordic Mines (www.nordicmines.com) and Evli Bank's website (www.evli.com). The prospectus can also be obtained from Evli Bank in Stockholm during office hours,
+46 8 407 80 14.
For additional information, please contact:
Thomas Cederborg, CEO, +46 708 480 521
Jonatan Forsberg, CFO, +46 761 051 310
For more information about Nordic Mines, please visit; www.nordicmines.se
The above information may be information that Nordic Mines AB (publ) is required to disclose under the Securities Market Act and / or the Trading in Financial Instruments. The information was published at 08:30 CET on August 11, 2014.
Nordic Mines is a Nordic mining and exploration company whose goal is to become one of Europes leading gold producers and a role model in respecting the environment. The Laiva mine in Finland commenced gold production in late 2011. The discovery is one of the largest in the Nordic countries. Exploration is performed in Finland and Sweden. Nordic Mines was founded in 2005 and has almost 100 employees and is headquartered in Uppsala. Its shares are traded on the Nasdaq OMX Small Cap list. See also www.nordicmines.se
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Nordic Mines AB via Globenewswire