TSX: GPR
NYSE American: GPL
VANCOUVER, Nov. 19, 2018 /CNW/ - GREAT PANTHER SILVER
LIMITED (TSX: GPR; NYSE American: GPL) ("Great Panther"; the
"Company") announces that it has reached an agreement (the
"Agreement") with MACA Limited ("MACA") on modifications to MACA's
outstanding loan (the "Loan") due from Beadell Resources Limited
("Beadell"). As noted in the press release dated September 23, 2018 announcing Great Panther's
friendly acquisition of Beadell (the "Acquisition"), closing of the
transaction is conditional on receipt of certain approvals and
consents on terms acceptable to Great Panther, the Loan being among
these.
"We are pleased that we have reached an agreement with MACA, who
has been very supportive of this process", stated James Bannantine, President and CEO of Great
Panther. "This Agreement means Great Panther has the flexibility to
use its strong balance sheet to meet all scheduled debt repayments
and provide the working capital required to manage through the
Tucano Mine's lower grade profile in the first half of
2019. We can also fund Beadell's near term exploration and
growth initiatives aimed at increasing the Tucano life of mine and
net present value. Completion of the Acquisition will result in the
emergence of an intermediate precious metals producer with
production platforms in three key Latin American
jurisdictions."
Under its original terms, the Loan becomes due and payable on a
change of control of Beadell, absent MACA's consent to the change
of control. Under the Agreement, MACA has agreed to consent to
the change of control and keep the Loan in place with a term to
June 2022 and the following
amendments with effect from closing of the Acquisition (the
"Completion Date"):
(All dollar amounts
in millions of Australian ("A") dollars)
|
Original
Loan
|
As Amended
|
Principal
Amount
|
A$54.7
|
A$54.7
|
% of the net cash
proceeds from any third-party debt
or equity financing
required to be paid to MACA and
applied against the
outstanding balance of the Loan
|
30%
|
10%
|
% of the net proceeds
from any exercise of warrants
required to be paid
to MACA and applied against the
outstanding balance
of the Loan
|
30%
|
20%
|
Principal repayment
of Loan during 2019
|
A$12.0
|
A$16.5
|
Ultimate parent
guarantee
|
Full
balance
|
First A$6.0
of
repayments
|
Principal repayment
of Loan during 2020
|
A$18.0
|
A$18.0
|
Conversion
right
|
100% of
Loan1
|
A$15.02
|
1.
|
Conversion subject to
shareholder approval
|
2.
|
MACA's conversion
right under the amended terms provides for a limit of A$5 million
in each quarter following Completion Date at a 5% discount to the
20-day volume weighted average price. Any principal amount of the
Loan which is converted to Great Panther shares will reduce the
outstanding balance of the loan, with 50% to be applied to reduce
the remaining monthly payments on a pro-rata basis with the
exception of the A$6 million guaranteed payments.
Great Panther will
have no liability in relation to the Loan until the Completion
Date.
|
ABOUT GREAT PANTHER
Great Panther Silver Limited is a primary silver mining and
exploration company listed on the Toronto Stock Exchange trading
under the symbol GPR, and on the NYSE American under the symbol
GPL. Great Panther's current activities are focused on the
mining of precious metals from its two wholly-owned operating mines
in Mexico: the Guanajuato Mine
Complex and the Topia Mine. The Company is also advancing
towards a decision to restart the Coricancha Mine in Peru with the initiation of a Bulk Sample
Program following the completion of a positive Preliminary Economic
Assessment in May 2018. In addition,
the Company has signed an agreement to acquire all of the issued
ordinary shares of gold producer Beadell Resources
Limited. The closing of this transaction will create a new
emerging intermediate and growth-oriented precious metals producer
focused on the Americas with strong geographic diversity across
three leading mining jurisdictions, and a diverse asset portfolio
including three producing mines, an advanced stage project, and
significant exploration potential.
James Bannantine
President & CEO
CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS
This news release contains forward-looking statements within the
meaning of the United States Private Securities Litigation Reform
Act of 1995 and forward-looking information within the meaning of
Canadian securities laws (together, "forward-looking statements").
Such forward-looking statements include, but are not limited to,
statements with respect to the timing and completion of the
Acquisition, Great Panther's ability to make payments to MACA under
the terms of the Loan, and any potential conversion of the Loan to
equity of Great Panther.
These forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance or achievements expressed or implied by such
forward-looking statements to be materially different. Assumptions
upon which forward looking statements relating to the Acquisition
have been made include that Beadell and Great Panther will be able
to satisfy the conditions in the Agreement, that due diligence
investigations of each party will not identify any materially
adverse facts or circumstances, that the required approvals will be
obtained from the shareholders of Beadell and Great Panther, and
that all required third party, regulatory and government approvals
will be obtained.
Such factors include, among others, risks and uncertainties
relating to potential political and social risks involving Beadell
and Great Panther's operations in a foreign jurisdiction, the
potential for unexpected costs and expenses, fluctuations in metal
prices, fluctuations in currency exchange rates, physical risks
inherent in mining operations, operating or technical difficulties
in mineral exploration, changes in project parameters as plans
continue to be refined, and other risks and uncertainties,
including those described in respect of: Great Panther, in its
annual information form for the year ended December 31, 2017 and material change reports
filed with the Canadian Securities Administrators available at
www.sedar.com and reports on Form 40-F and Form 6-K filed with
the Securities and Exchange Commission and available at
www.sec.gov.
There is no assurance that such forward looking statements will
prove accurate; results may vary materially from such
forward-looking statements; and there is no assurance that the
Company will be able to identify and acquire additional projects or
that any projects acquired will be successfully developed.
Readers are cautioned not to place undue reliance on forward
looking statements. The Company has no intention to update
forward looking statements except as required by law.
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SOURCE Great Panther Silver Limited