Palladon Ventures and Luxor Capital Group Reach Agreement to Extend Maturity of Loans Due June 26, 2009
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SALT LAKE CITY, UTAH, Jun 26 (MARKET WIRE) --
Palladon Ventures Ltd. ("Palladon" or the "Company") (TSX VENTURE: PLL)
(FRANKFURT: PV-1) announced today that the Company has executed an
agreement (the "Extension Agreement") with Luxor Capital Group, LP
("Luxor"), to extend the term of the Company's two loans payable to Luxor
in the current aggregate amount (including principal and accrued
interest) of approximately US$37 million (the "Luxor Loans"), which loans
were otherwise payable in full on June 26, 2009. The Company is currently
seeking TSX Venture Exchange approval of the Extension Agreement, the
primary terms of which are described below.
The Extension Agreement anticipates two extension periods. The first
extension period is to October 15, 2009 ("First Extension Period"), while
a second extension to December 31, 2010 ("Second Extension Period") is
contingent on the Company raising funds (the "Interim Financing") of no
less than US$5,000,000 during the First Extension Period. The Company
will pay-in-kind interest accruing during the extension periods at 12.5%
per annum, thus preserving cash and providing Palladon flexibility to
fund operations. In connection with the First Extension Period, the
Company has agreed to pay additional interest of US$500,000, which will
be added to the principal amount of the Luxor Term Loan, and would be
payable in cash out of the Interim Financing.
During the First Extension Period, the Company will endeavor to complete
the Interim Financing to fund operations, advance feasibility studies for
iron concentrate and alternate iron products (DRI, pig iron or iron
nuggets), and potentially repay a portion or all of the Luxor Loans. The
Company will attempt to raise a minimum of US$5 million in the Interim
Financing, which is anticipated to fully fund operations through the end
of 2010. Palladon will also continue discussions with strategic and
financial investors regarding larger funding options to refinance and
repay the Luxor Loans, as well as to advance its concentrate and
alternate iron production projects.
If Palladon raises a minimum of US$5 million of equity capital prior to
October 15, 2009 and if certain other conditions have been met, then the
due date on the Luxor Loans will be extended, without further action by
any party, to December 31, 2010. Upon the closing of the Interim
Financing and commencement of the Second Extension Period, Palladon will
be obligated to pay additional interest to Luxor in the amount of
US$1,750,000 (assuming the Luxor Loans have not been paid in full),
payable by the issuance to Luxor of shares of Palladon's common stock at
the per share price at which Palladon's common stock is issued or deemed
to have been issued in the Interim Financing, provided that in no event
shall any such shares issued exceed 5% of Palladon's total shares
outstanding after giving effect for the Interim Financing.
Additionally, during the Second Extension Period, if the Luxor Loans
continue to be outstanding, Palladon will issue to Luxor on each of
December 31, 2009, March 31, 2010, June 30, 2010 and September 30, 2010
common shares in an amount equal to a maximum of 3% of the then total
outstanding shares of Palladon's common stock. If the Company repays the
Luxor Loans prior to the vesting dates, any future stock grant
obligations would terminate.
Luxor has also agreed that after sixty five percent (65%) of the total
amounts payable on the Luxor Loans has been paid in cash, at the
Company's option, the balance of the Luxor Loans can be converted into
Palladon common equity at the most recent share price used to refinance
the Luxor Loans, provided that the amount raised in such financing is at
least US$10 million and other conditions have been met. Other terms and
conditions are included in the Extension Agreement.
Commenting on the Agreement, CEO John Cutler stated, "We are very pleased
to have reached this Agreement with Luxor. They understand the potential
for this project and have demonstrated a commitment to work with the
Company to advance its efforts. The first extension will allow SRK
Consulting (U.S.), Inc. ("SRK") to continue its work which will allow the
Company to accelerate discussions involving near-term financing and
strategic options for the project."
An important milestone in the near term will be the filing of a NI 43-101
compliant Preliminary Economic Assessment Report, including a resource
statement. Recent and ongoing confirmation drilling at Comstock/Mountain
Lion and stockpiles on the property is anticipated to allow SRK to bring
portions of Palladon's iron ore resource into compliance with Canadian
Institute of Mining, Metallurgy and Petroleum ("CIM") guidelines. The
Second Extension Period, if exercised, would allow the Company time to
complete a bankable feasibility study for the project and to continue
proving up additional resources. In addition to SRK's work, the Company
continues to explore near-term and intermediate-term shipping options
that would provide cash flow to the Company.
Finally, the Company is in the last stages of completing the 2009 audited
financial statements. As part of this process, the Company anticipates
that it will submit amended and restated interim financial statements to
the British Columbia Securities Commission ("BCSC") within the next two
weeks. The Company anticipates that the trading halt will be resolved
soon after receiving approval from the BCSC at which point the audited
financial statements will be released.
On Behalf of the Board of Directors,
John W. Cutler, President and Chief Executive Officer
About Palladon
Palladon Ventures Ltd. is a junior resource company focused on advancing
the Comstock/Mountain Lion iron mine in Iron County, Utah. Palladon also
holds gold exploration projects in Nevada, Utah and Argentina.
Disclaimer for Forward-Looking Information
Certain statements in this release are forward-looking statements, which
reflect the expectations of management regarding: (1) the Company's
ability to raise the Interim Financing, complete feasibility studies for
iron concentrate and alternate iron products and repay a portion or all
of the Luxor Loans; (2) the Company's belief that it will raise a minimum
of US $5 million in the Interim Financing and that such funds will fully
fund operations through the end of 2010; (3) the Company's ability to
continue discussions with strategic and financial investors regarding
larger funding options to refinance and repay the Luxor Loans, as well as
to advance the concentrate and alternate iron production projects; (4)
the Company's expectation and ability to complete a NI 43-101 compliant
Preliminary Economic Assessment Report, including a resource statement,
in the near term; (5) the Company's belief and ability to provide details
of SRK's preliminary evaluation in the near term; (6) SRK's ability to
bring portions of the Company's iron ore resource into compliance with
Canadian Institute of Mining, Metallurgy and Petroleum ("CIM")
guidelines; (7) the Company's expectation and ability to, during the
second extension period, complete a bankable feasibility study for the
project and to continue proving up additional resources; (8) the
Company's ability to explore near-term and intermediate-term shipping
options that would provide cash flow to the company; (9) the Company's
expectation and belief that the amended and restated interim financial
statements will be submitted to the British Columbia Securities
Commission ("BCSC") within the next two weeks; and (10) the Company's
belief that the trading halt will be resolved soon after receiving
approval from the BCSC at which point the audited financial statements
will be released. Forward-looking statements consist of statements that
are not purely historical, including any statements regarding beliefs,
plans, expectations or intentions regarding the future. Such statements
are subject to risks and uncertainties that may cause actual results,
performance or developments to differ materially from those contained in
the statements. No assurance can be given that any of the events
anticipated by the forward-looking statements will occur or, if they do
occur, what benefits the Company will obtain from them.
These forward-looking statements reflect management's current views and
are based on certain expectations, estimates and assumptions which may
prove to be incorrect. A number of risks and uncertainties could cause
our actual results to differ materially from those expressed or implied
by the forward-looking statements, including: (1) a downturn in general
economic conditions in North America and internationally, (2) the
inherent uncertainties and speculative nature associated with mineral
exploration and production, (3) a decreased demand for minerals, (4) any
number of events or causes which may delay or cease exploration and
development of the Company's property interests, such as environmental
liabilities, weather, mechanical failures, safety concerns and labour
problems; (5) the risk that the Company does not execute its business
plan, (6) inability to retain key employees, (7) inability to finance
operations and growth, (8) other factors beyond the Company's control (9)
the risk that the Company will not be able to raise funds due to Luxor
Capital Group and (10) the risk that the Company is unable to satisfy the
BCSC's requests. These forward-looking statements are made as of the date
of this news release and, except as required by law, the Company assumes
no obligation to update these forward-looking statements, or to update
the reasons why actual results differed from those projected in the
forward-looking statements.
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.
Contacts:
Palladon Ventures Ltd.
John W. Cutler
President & CEO
801.521.5252
801.521.5454 (FAX)
info@palladonventures.com
www.palladonventures.com; www.ironbullmining.com
Copyright 2009, Market Wire, All rights reserved.
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