Great Basin Announces Intercreditor Settlement Agreement
VANCOUVER, Nov. 21, 2012 /PRNewswire via COMTEX/ -- Great Basin Gold Ltd. (the
"Company") (nyse mkt:GBG)(jse:GBG) announces that, in connection with its
restructuring proceedings commenced under Canada's Companies' Creditors
Arrangement Act ("CCAA"), an order (the "Order") was made yesterday by the
Supreme Court of British Columbia (the "Canadian Court") on the application of
certain unaffiliated holders (the "Noteholders") of the Company's senior
unsecured convertible debentures due 2014 issued pursuant to a trust indenture
(the "2014 Trust Indenture" and the debentures issued thereunder, the "2014
Debentures") approving a settlement agreement (the "Settlement Agreement") that
resolves the Company's current litigation with the Noteholders over the delivery
by Great Basin Gold Inc., ("GBGI"), a wholly owned U.S. subsidiary of the
Company, of a secured guarantee (the "Burnstone Guarantee") in favour of certain
lenders to the Company (the "Burnstone Lenders"). The delivery of the Burnstone
Guarantee is a condition precedent to the Company's DIP loan facility (the "DIP
Facility"), which was approved by order of the Canadian Court on September 27,
2012. The Settlement Agreement provides, among other things, that GBGI will also
deliver to Computershare Trust Company of Canada, the trustee appointed pursuant
to the 2014 Trust Indenture (the "Trustee"), a secured guarantee of the Company's
obligations under the 2014 Trust Indenture and all 2014 Debentures issued
thereunder. The security to be granted to the Trustee by GBGI will rank equally
with the security for the Burnstone Guarantee and subordinate to the existing
security granted in favour of the existing lenders to GBGI and its subsidiaries,
and the security granted to secure the DIP Facility. Such guarantees and security
by GBGI result in a contingent cross collateralization using GBGI's assets to
help secure existing obligations to the Burnstone Lenders and the 2014
Debentures. The Company previously agreed to this contingent cross
collateralization in favour of the Burnstone Lenders as a condition precedent to
the DIP Facility and it was approved by the Canadian Court in the CCAA
proceeding. The settlement resolves litigation with the Noteholders in respect of
the Burnstone Guarantee, which was delaying the CCAA process.
The Order approving the Settlement Agreement authorizes and directs the Trustee,
for itself and on behalf of all the debentureholders, to execute certain
documents relating to and required by the Settlement Agreement in order that it
may be implemented. The Order further provides that the documents executed by the
Trustee will each constitute legal, valid and binding obligations of the Trustee
and all debentureholders enforceable against them in accordance with their terms,
and provides for delivery of notice of the Order to debentureholders through CDS
& Co ("CDS"). The Order also establishes that any application by any
debentureholder to seek to vary, rescind or otherwise affect the provisions of
the Order must be brought to the Canadian Court on or before December 11, 2012.
Any debentureholder who does not bring such an application by that date will lose
the right to do so. The Order facilitates implementation of the Settlement
Agreement, which will permit the Company to fulfill its obligations under the DIP
Facilitypreviously approved by the Canadian Court, and will permit further
advances to be made under the DIP Facility.
Copies of all relevant Settlement Agreement documents may be viewed on the
Monitor's website at kpmg.ca.
The Noteholders are represented by Fraser Milner Casgrain LLP in Canada, Brown
Rudnick LLP in the United States and Werksmans Attorneys in South Africa.
Debentureholders with questions related to the Settlement Agreement are
encouraged to contact those firms. |
