PGL Peninsular

TIDMPGL

RNS Number : 1207T

Peninsular Gold Limited

10 December 2012

PENINSULAR GOLD LIMITED

("Peninsular" or "Company")

AIM: PGL

REFINANCING OF EXISTING FACILITIES

Peninsular Gold Limited is pleased to announce that its wholly owned subsidiary, Raub Australian Gold Mining Sdn. Bhd. ("RAGM") has obtained an Islamic financing facility for up to US Dollars Six Million (the "New Facility") from its existing financier Alkhair International Islamic Bank Berhad (" Alkhair Bank").

The New Facility will be utilised to completely refinance RAGM's existing one year working capital facility with Alkhair Bank which was obtained last year. The repayment of the New Facility is over 48 months with a grace period of 24 months from the date of first disbursement.

The principal terms of the New Facility are as follows:

 
      1.   A profit rate of 2.75 per cent above Alkhair Bank's Cost 
            of Funds (currently 4.58%), payable quarterly. 
--------  ----------------------------------------------------------------- 
      2.   Repayable over 48 months commencing from the date of 
            disbursement with a 24 month grace period. 
--------  ----------------------------------------------------------------- 
      3.   Security by way of: 
--------  ----------------------------------------------------------------- 
                a)   Master Murabaha Facility Agreement (which is a 
                      financing document under Islamic principles) 
--------  --------  ------------------------------------------------------- 
                b)   A third party fixed legal charge ("New Charge") 
                      over the land known as Pajakan Lombong 1669, Lot 
                      No. 17478, Bukit Koman, Mukim Gali, District of 
                      Raub, Pahang ("Property") owned by Akay Holdings 
                      Sdn Bhd ("Akay"). Akay is a privately owned Malaysian 
                      company with a 15.0 % interest in Peninsular and 
                      is 99.9% owned by Dato' Sri Andrew Tai Yeow Kam 
                      ("Andrew Kam"), the Chairman and Chief Executive 
                      of Peninsular who is also a director of RAGM and 
                      Akay. 
--------  --------  ------------------------------------------------------- 
                c)   A debenture incorporating fixed and floating charges 
                      over the present and future assets and undertakings 
                      of RAGM 
--------  --------  ------------------------------------------------------- 
                d)   A corporate guarantee by Peninsular 
--------  --------  ------------------------------------------------------- 
 

Akay Agreement

To facilitate the grant of the New Facility and in consideration of Akay agreeing to provide the Property as security for the New Facility, Peninsular and RAGM have entered into an Agreement with Akay ("New Akay Agreement") to pay Akay an annual fee of RM260,000 (approximately US$85,000) until the New Charge is released or discharged.

The key terms of the New Akay Agreement provide that:

i. Akay shall receive an annual fee from RAGM of Ringgit Malaysia Two Hundred and Sixty Thousand (RM260,000-00) only payable in four (4) equal quarterly instalments, until such time as the New Charge is released or discharged;

ii. Akay has the right at any time to give to RAGM not less than 90 days notice requiring Peninsular and RAGM to procure the release of the Charge;

iii. Akay however agrees and undertakes that it will not issue any proceedings against Peninsular and/or RAGM whilst Andrew Kam is a director of Peninsular or he or any of his family (as defined in the AIM Rules for Companies (the "AIM Rules") are interested in aggregate, directly or indirectly, in excess of 50% of the Company's issued share capital;

iv. Peninsular and RAGM have agreed to indemnify Akay against any loss which it may suffer arising from the creation of the New Charge.

As Andrew Kam is a director of the Company, the New Akay Agreement constitutes a related party transaction under the AIM Rules for Companies. Accordingly, the directors of the Company, excluding Andrew Kam, having consulted with the Company's nominated adviser, RFC Ambrian Limited, consider that the terms of the New Akay Agreement are fair and reasonable insofar as its shareholders are concerned.

Further information:

 
 Dato' Sri Andrew TY Kam          Patrick Watson 
  Chairman and Chief Executive     Finance Director 
  Peninsular Gold Limited          Peninsular Gold Ltd. 
  Tel: +60 (0)3 2698 8381          Tel: +44 (0)7799 885653 
-------------------------------  --------------------------- 
 Samantha Harrison / Jen Boorer   Colin Rowbury 
  Nominated Advisor                Broker 
  RFC Ambrian Limited              Daniel Stewart & Co. Ltd. 
  Tel: +44 (0)20 3440 6800         Tel: +44 (0)20 7776 6936 
-------------------------------  --------------------------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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