|
|
SULPHIDE PROJECT UPDATE:
TVI PACIFIC SIGNS US$15 MILLION BRIDGE FINANCING TERM SHEET
TVI Pacific Inc.
(TSX: "TVI" or the "Company") announced today that it
and its Philippine affiliate, TVI Resource Development (Phils.) Ltd.
("TVIRD"), have signed a nonbinding term sheet (the "Term
Sheet") to secure funds with LIM Asia Arbitrage Fund Inc and LIM
Asia Special Situations Master Fund Limited ("the Lenders")
relating to a US$15 million bridge financing facility ("the
Facility"). The Term Sheet indicates that the purpose of the
Facility will be to provide working capital funding for TVIRD in the near
term.
Certain information
set out in this News Release constitutes forward-looking information,
including information relating to (i) the anticipated use of proceeds
from the Facility, and (ii) particulars of the terms and conditions upon
which the Facility is to be made available (such as fees, interest rates,
security arrangements, drawdown and Facility extension at the election of
TVIRD). Readers should review the cautionary statement respecting
forward-looking information that appears at the end of this News Release.
"As TVI
currently has no long-term debt, the Company views the Facility as an
appropriate interim step to fund ongoing construction activities at the
Canatuan mine" said Cliff James, President and CEO of TVI. "We
are pleased to be working towards an interim loan facility while we
continue to pursue permanent arrangements to finance the sulphide
expansion project at Canatuan, including through the establishment of a
joint venture arrangement with an industry participant."
The Term Sheet also
provides that a second tranche of funding up to an additional $5 million
may be made available under the structure of the Facility, to be sourced
from a third party negotiated by TVI and consented to by the Lenders.
The Term Sheet
contemplates that the Facility, when established, will remain in place
for a term of six months, subject to extension for an additional six
months, at the election of TVIRD. Extension of the Facility for the
additional six-month term will be subject to payment of a 1% extension
fee based on the amount borrowed under the Facility and satisfaction of a
number of conditions. The amounts drawn by TVIRD under the first
tranche of the facility will bear interest at the rate of 14% per year,
calculated from the date of the draw-down and compounded monthly. Amounts
drawn under the second tranche of the Facility will bear interest at a
rate between 0.5% to 14% per annum if the amounts borrowed are in United
States currency, or adjusted rates if the loan is in Philippine
Pesos. The Term Sheet indicates that principal and accrued interest
under the first tranche of the Facility may be pre-paid at any time in
amounts not less than US$2 million, subject to certain prepayment
penalties. The Term Sheet further provides that partial payments on
account of the second tranche of the Facility will not be permitted so
long as any amounts remain outstanding under the first tranche of the
Facility.
The Term Sheet
confirms that provision of the Facility is subject to the satisfaction of
a number of conditions for the benefit of the Lenders, including
completion of satisfactory due diligence inquiries concerning TVI
Pacific, TVIRD and various affiliates, execution and delivery of
definitive documentation providing for the Facility and related security,
registration of security interests in favour of the Lenders and there
being no material adverse changes in the business, operations, property
or financial condition of the Company, TVIRD and certain
affiliates. The Term Sheet anticipates that the Company will
guarantee the obligations of TVIRD under the Facility and that the
security granted to the Lenders in connection with the establishment of
the Facility will include a security interest in the outstanding shares
of TVI International Marketing Limited, through which the Company holds
its interest in TVIRD. The Term Sheet further contemplates that
subparticipation rights in the security package to be granted to the
Lenders will be made available to the provider of the second tranche of
the Facility and that certain intercompany indebtedness of TVI group
companies and shareholder loans will be subordinated to the
Facility. At the time of the initial draw by TVIRD under the first
tranche of the Facility, the Lenders will be entitled to an arrangement
fee equal to 1% of the total amount of that tranche.
There can be no
assurance that the Company and TVIRD will be able to successfully
negotiate the definitive agreements for the Facility contemplated by the
Term Sheet and that the Facility will be made available to TVIRD as contemplated
by the Term Sheet.
About TVI Pacific
Inc. (TSX: TVI)
TVI Pacific Inc. is a
publicly traded Canadian mining company focused on exploring for and
producing precious and base metals within district scale systems in the
Philippines and other Asian countries. The Company's interest in the
Canatuan Mine and its other Philippine assets are held through its
affiliate, TVI Resource Development (Phils.) Ltd. TVI's most
advanced project, the Canatuan Mine, currently produces gold and silver
dor�.
Certain information
set out in this News Release constitutes forward-looking
information. Forward-looking
statements are often, but not always, identified by the use of words such
as "seek", "anticipate", "plan",
"continue", "estimate", "expect",
"may", "will", "intend", "could",
"might", "should", "believe" and similar
expressions. Forward-looking statements are based upon the opinions
and expectations of management of the Company, as at the effective date
of such statements and, in certain cases, information provided by third
parties. Although the Company believes that the expectations
reflected in such forward-looking statements are based upon reasonable
assumptions, and that information obtained from third party sources is
reliable, it can give no assurance that those expectations will prove to
have been correct. Forward-looking statements are subject to
certain risks and uncertainties (known and unknown) that could cause
actual outcomes to differ materially from those anticipated or implied by
such forward-looking statements. These factors include, but are not
limited to, such things as the Company's ability to successfully
negotiate the definitive agreements relating to the Facility and the
security to be granted to the Lenders in connection with the Facility,
the completion of satisfactory due diligence, and the occurrence of
events that could have a material adverse effect on the business,
operations, property or financial condition of the Company and its
affiliates, including the volatility of prices for precious metals and
base metals, commodity supply and demand, fluctuations in currency and
interest rates, inherent risks associated with the exploration and
development of mining properties, ultimate recoverability of mineral
reserves, timing, results and costs of exploration and development
activities, new laws (domestic or foreign) and changes in administrative
practices. Accordingly, readers should not place undue reliance
upon the forward-looking statements contained in this News Release and such
forward-looking statements should not be interpreted or regarded as
guarantees of future outcomes. Forward-looking information
respecting the anticipated use of proceeds from the Facility is based
upon the Company's current business strategy, budgets, mine plans and
projects, all of which are subject to change, and the current status of
construction efforts at Canatuan. Forward-looking information respecting
the timing of funding and terms and conditions upon which the Facility is
to be made available are based upon the Term Sheet and discussions with
the Lenders. The forward-looking statements of the Company
contained in this news release are expressly qualified, in their
entirety, by this cautionary statement. Various risks to which the
Company is exposed in the conduct of its business are described in detail
in the Company's management's discussion and analysis for the year ended
December 31, 2006 and the Company's amended Annual Information Form for
the year ended December 31, 2006, which were filed on SEDAR on December
18, 2007 and are available under the Company's profile at
www.SEDAR.com. Subject to applicable securities laws, the Company
does not undertake any obligation to publicly revise the forward-looking
statements included in this news release to reflect subsequent events or
circumstances.
Further Information: Clifford M. James,
President and CEO, TVI Pacific Inc.
Paul Moon, Director, Corporate Communications (403) 265-4356
The Toronto Stock Exchange has neither approved nor disapproved of
the information contained herein.
2000, 736 - 6
Avenue S.W. Calgary, Alberta T2P 3T7
Tel: (403) 265-4356 Fax: (403) 264-7028
Website:
http://www.tvipacific.com E-mail:
tvi-info@tvipacific.com
|
|