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Monument Closes $13.0 Million Financing
Vancouver, B.C. Monument Mining Limited (TSX-V:
MMY and FSE: D7Q1) "Monument" or the "Company" is
pleased to announce that it has received TSX Venture Exchange acceptance
of and closed the private placement of $8 million in convertible notes
(the "Notes") and a $5 million forward sale of gold (the
"Forward Sale").
The Notes have a term of five years and one day from the date of
the issuance and must be repaid by the Company at the end of the term in
cash at 121.67% of the principal amount. Any early repayment of the
Notes will result in a pro-rata adjustment of this repayment
amount. The holders of the Notes (the "Noteholders")
may, at any time, convert the Notes into units at a price of $0.40 per
unit with each unit comprising one common share of the Company and one
common share purchase warrant. Each whole share purchase warrant is
exercisable at $0.50 per share, expiring five years from the date of
issuance of the Notes. The conversion price of the units and the
exercise price of the warrants are subject to adjustment in accordance
with anti-dilution provisions of the Notes and the warrants.
In connection with the issuance of the Notes, the Company entered
into gold option agreements with each of the Noteholders
(the "Option Agreements") whereby the Noteholder
has the option to acquire gold from the Company up to an amount equal to
the balance of the Note outstanding at the price greater of: (i) $1,000 per ounce; and (ii) the gold price in US
dollars as set by the London PM Fix and converted to Canadian dollars at
the noon rate of exchange published by the Bank of Canada on the maturity
date of the Notes, less a 5% discount. In addition, as an
inducement to enter into the subscription agreement for the Notes, the
Company granted Noteholders the option to purchase
an aggregate of 5,714 ounces of gold at a price of $1,000 per ounce and
2,857 ounces of gold at a price of $1,250 per ounce at any time during
the term of the Notes commencing 18 m onths
after closing.
The closing of the Forward Sale resulted in the advance of $5
million to Monument. Repayment of the advance will be made in gold.
The Forward Sale has a term of five years and one day. Warrants for
the purchase of 5 million common shares with the same terms as described
in connection with the Notes above were issued to the lender on closing.
The warrants must be either exercised or otherwise expire on a pro-rata
basis within 30 days of the delivery of gold by the Company.
The Company's obligations under the Option Agreements and the
Forward Sale are secured by designated gold metal accounts of the
Company. In connection with such security, the Company is required
to deposit an aggregate of 397 ounces of gold per month from the end of
the first month following the earlier of (i)
commencement of commercial production of the gold treatment plant of the
Company's Malaysian subsidiary for its gold production operation in
Malaysia; and (ii) the date that is three months from the closing, up to
a maximum 13,000 ounces of gold.
A finder's fee and a financial advisory fee together totaling 10%
were paid in cash in connection with the issuance of the Notes and the
closing of the Forward Sale. Byron Capital Markets acted as financial
advisor to the Company in connection with issuance of the Notes and the
Forward Sale.
The Notes, any securities issued upon conversion thereof, the
warrants issued in connection with the Forward Sale and any shares issued
upon conversion thereof are subject to a hold period and may not be
traded in Canada until December 12, 2010, except as permitted by
applicable Canadian securities laws and the TSX Venture Exchange.
The funds are to be used for the planned exploration programs;
closing acquisition of a prospective exploration property adjacent to the
Selinsing gold project where the Company's gold
treatment plant is located; and for the gold treatment plant extension with
a second mill. With the additional funding, the Company expects to
be able to increase gold resources and enhance gold production through
increased plant through put.
Robert F. Baldock,
President and CEO
Monument Mining Limited
Suite 490- 688 West Hastings Street
Vancouver B.C. Canada V6B 1P1
"Neither 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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