To: Mike G who wrote (1618 ) 2/16/1999 10:55:00 PM From: roger fontaine Respond to of 1706
Royal Oak on brink of bankruptcy Court grants troubled gold miner protection from creditors; Trilon's emergency loan will give firm time to try to work out a financial restructuring Tuesday, February 16, 1999 ALLAN ROBINSON Mining Reporter Toronto -- Royal Oak Mines Inc. is teetering on the brink of bankruptcy and yesterday sought protection from creditors in a last ditch effort to avoid collapse. The company won court approval to give it enough money to keep its mines operating for the next few weeks and give it time to work out a financial restructuring package with creditors owed $515-million. Pummelled by historically low gold and copper prices, Royal Oak has been in restructuring talks with its creditors since late last year. It had hoped to complete refinancing by yesterday -- a self-imposed deadline -- but failed to reach a deal with its senior creditors. Instead, it appeared before Mr. Justice Robert Blair of the Ontario Court's General Division who granted Royal Oak bankruptcy protection under the Companies' Creditors Arrangement Act. And shortly afterward, Royal Oak's principal secured creditor Trilon Financial Corp. agreed to go ahead with an emergency loan package of $34.7-million. The potential stumbling block in the deal, which raised the objections of several creditors, is that $18.5-million of that emergency loan is slated to be repaid to Trilon, its partner, and other associates to meet interest and royalty arrears along with certain fees. "This company, to put it in the vernacular, is broke," said Peter Griffin, Trilon's lawyer, referring to Royal Oak. Judge Blair also gave the directors of Royal Oak some protection if they decide to stay on the job. Royal Oak's directors sought and won protection covering them on $17-million in potential environmental liabilities they face on its mines and properties. The largest potential liability, $12.5-million, is the estimated cost to clean up both the arsenic underground and the surface reclamation at the Giant mine in the Northwest Territories. Margaret Witte, Royal Oak's president and chief executive officer, said in an affidavit filed with the court that it lacks working capital and has insufficient equipment to raise the mine tailings dam at the Kemess mine in British Columbia, as ordered by the province. The Kemess mine, which produces 330,000 ounces of gold a year, can only continue to operate if the tailings dam can be heightened in order to safely handle the runoff from the snow melting in the spring. The British Columbia government has threatened to close the mine if it can not be operated in an environmentally safe manner. Meanwhile, Royal Oak's creditors are moving in on the company. The court was told the major secured lenders including Trilon and its partners, which are owed $120-million (U.S.), and three banks, owed $33.3-million, appear likely to be repaid as do holders of construction liens totalling $18-million (Canadian). The unsecured creditors, which include noteholders, are owed $175-million. "You can see who is in the most interesting position," said Ronald Robertson, a lawyer for the noteholders. Under any financial restructuring, the noteholders are expected to end up with a major equity position in Royal Oak. "The shareholders' interest in this company have effectively disappeared," Mr. Robertson said. Other creditors include construction liens of $18-million (Canadian) and the Export Development Corp. of Ottawa, owed $19.5-million. "What is clear is that the restructuring will be complex, lengthy and very expensive," said Hilary Clark, a lawyer representing Bank of Nova Scotia. The immediate impact of the emergency loan deal is a cash injection of $8.4-million to Royal Oak. Royal Oak said $11-million will be used to supplement working capital to sustain the company's mining operations, $1-million will be used for administrative and other related expenses, and $18.5-million will be used to pay interest arrears, future interest and royalties to Trilon. The court order stays all legal proceedings against Royal Oak until March 18 and authorizes the company to prepare a plan of compromise or arrangement for its outstanding liabilities. Royal Oak said it plans to prepare a restructuring plan for submission to the court within three months, with court-sanctioned votes to follow.