TSX and OTC: MPVD
TORONTO and NEW YORK, Nov. 21,
2022 /PRNewswire/ -- Mountain Province Diamonds Inc.
("Mountain Province" or the
"Company") (TSX: MPVD) (OTC: MPVD) today announces that it has
issued an amendment to its management information circular dated
October 28, 2022 (the "Circular")
relating to the special meeting of shareholders scheduled for
December 1, 2022 (the "Special
Meeting"). In order to give shareholders additional time to
review and consider the amended Circular, the Company intends to
adjourn the Special Meeting until December
12, 2022 at 10:00 a.m. Eastern
Time.
As disclosed in the Company's press release of October 27, 2022, at the Special Meeting the
Company will seek approval for a refinancing transaction involving
the issuance of approximately US$195.9
million aggregate principal amount of new senior secured
second lien loan notes (the "New Loan Notes") to refinance
approximately US$190.0 million of the
Company's existing 8.000% Senior Secured Second Lien Notes due 2022
(the "Existing Notes").
The amended Circular was issued to inform shareholders that in
connection with the proposed transaction, the interest rate on the
Junior Credit Facility (as defined in the Circular) from
December 15, 2022 required
clarification. Mountain Province clarifies its agreement in
connection with the issuance of the New Loan Notes that the Junior
Credit Facility approved by the shareholders on February 28, 2022 would have an effective
interest rate of 14% per annum after December 15, 2022, being a 2% premium over the
minimum total yield of 12% guaranteed under the New Loan
Notes.
Due to the fact that the New Loan Notes are being issued at a
discount to par and also contain a true up mechanism, their
effective interest rate is 12%. Applying a true-up mechanism and
the coupon rate to the Junior Credit Facility, and maintaining the
2% interest rate premium contemplated for the subordinated Junior
Credit Facility debt, results in the effective interest rate of
14%.
The lender under the Junior Credit Facility is an entity
ultimately beneficially owned by Dermot
Desmond. In addition, investors in the New Loan Notes
include entities ultimately beneficially owned by Mr. Desmond. Due
to the participation of entities ultimately beneficially owned by
Mr. Desmond, the proposed transaction is subject to the approval of
the Toronto Stock Exchange (the "TSX") and the approval of the
Company's disinterested shareholders in accordance with
Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions and the rules of the TSX. The
proposed transaction also remains subject to the execution of
definitive documentation and the approvals described above. There
can be no assurance that the Proposed Transaction will be completed
on the terms described herein or at all.
The Board of Directors of the Company has fixed 10:00 a.m. Eastern Time on November 29, 2022, or no later than 48 hours
before the time of any adjourned Meeting (excluding Saturdays,
Sundays and holidays), as the time before which proxies to be used
or acted upon at the Meeting or any adjournment thereof shall be
deposited with the Company's transfer agent. Given the
Adjournment proposed above, it is anticipated that the time for
proxies to be delivered for use or action upon at the adjourned
meeting will be 10:00 a.m. Eastern
Time on December 8, 2022.
The Circular can be accessed via the Company's SEDAR page at
www.sedar.com.
About Mountain Province Diamonds
Inc.
Mountain Province Diamonds is a 49% participant with De
Beers Canada in the Gahcho Kué diamond mine located
in Canada's Northwest Territories. The Gahcho Kué Joint
Venture property consists of several kimberlites that are actively
being mined, developed, and explored for future development. The
Company also controls 107,373 hectares of highly prospective
mineral claims and leases surrounding the Gahcho Kué Mine that
include an Indicated mineral resource for the Kelvin kimberlite and
Inferred mineral resources for the Faraday kimberlites. Kelvin is
estimated to contain 13.62 million carats (Mct) in 8.50 million
tonnes (Mt) at a grade of 1.60 carats/tonne and value
of US$63/carat. Faraday 2 is estimated to contain 5.45Mct in
2.07Mt at a grade of 2.63 carats/tonne and value of US$140/ct.
Faraday 1-3 is estimated to contain 1.90Mct in 1.87Mt at a grade of
1.04 carats/tonne and value of US$75/carat. All resource
estimations are based on a 1mm diamond size bottom cut-off.
For further information on Mountain Province Diamonds and to
receive news releases by email, visit the Company's website
at www.mountainprovince.com.
Caution Regarding Forward
Looking Information
This news release contains certain "forward-looking
statements" and "forward-looking information" under applicable
Canadian and United States
securities laws concerning the business, operations and financial
performance and condition of Mountain Province Diamonds Inc.
Forward-looking statements and forward-looking information include,
but are not limited to, statements with respect to the ability to
negotiate and enter into binding documentation, the ability to
obtain approval of the parties, regulators and shareholders on
terms acceptable to Mountain
Province, operational hazards, including possible disruption
due to pandemic such as COVID-19, its impact on travel,
self-isolation protocols and business and operations, estimated
production and mine life of the project of Mountain Province; the realization of mineral
reserve estimates; the timing and amount of estimated future
production; costs of production; the future price of diamonds; the
estimation of mineral reserves and resources; the ability to manage
debt; capital expenditures; the ability to obtain permits for
operations; liquidity; tax rates; and currency exchange rate
fluctuations. Except for statements of historical fact
relating to Mountain Province,
certain information contained herein constitutes forward-looking
statements. Forward-looking statements are frequently characterized
by words such as "anticipates," "may," "can," "plans," "believes,"
"estimates," "expects," "projects," "targets," "intends," "likely,"
"will," "should," "to be", "potential" and other similar words, or
statements that certain events or conditions "may", "should" or
"will" occur. Forward-looking statements are based on the
opinions and estimates of management at the date the statements are
made, and are based on a number of assumptions and subject to a
variety of risks and uncertainties and other factors that could
cause actual events or results to differ materially from those
projected in the forward-looking statements. Many of these
assumptions are based on factors and events that are not within the
control of Mountain Province and
there is no assurance they will prove to be correct.
Factors that could cause actual results to vary materially
from results anticipated by such forward-looking statements include
the negotiating stances taking by the parties, the ability to
obtain approval of regulators, parties and shareholders, as may be
required, on conditions acceptable to the parties, the development
of operation hazards which could arise in relation to COVID-19,
including, but not limited to protocols which may be adopted to
reduce the spread of COVID-19 and any impact of such protocols on
Mountain Province's business and
operations, variations in ore grade or recovery rates, changes in
market conditions, changes in project parameters, mine sequencing;
production rates; cash flow; risks relating to the availability and
timeliness of permitting and governmental approvals; supply of, and
demand for, diamonds; fluctuating commodity prices and currency
exchange rates, the possibility of project cost overruns or
unanticipated costs and expenses, labour disputes and other risks
of the mining industry, failure of plant, equipment or processes to
operate as anticipated.
These factors are discussed in greater detail in Mountain Province's most recent Annual
Information Form and in the most recent MD&A filed on SEDAR,
which also provide additional general assumptions in connection
with these statements. Mountain
Province cautions that the foregoing list of important
factors is not exhaustive. Investors and others who base themselves
on forward-looking statements should carefully consider the above
factors as well as the uncertainties they represent and the risk
they entail. Mountain Province
believes that the expectations reflected in those forward-looking
statements are reasonable, but no assurance can be given that these
expectations will prove to be correct and such forward-looking
statements included in this news release should not be unduly
relied upon. These statements speak only as of the date of this
news release.
Although Mountain Province
has attempted to identify important factors that could cause actual
actions, events or results to differ materially from those
described in forward-looking statements, there may be other factors
that cause actions, events or results not to be anticipated,
estimated or intended. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Mountain
Province undertakes no obligation to update forward-looking
statements if circumstances or management's estimates or opinions
should change except as required by applicable securities laws. The
reader is cautioned not to place undue reliance on forward-looking
statements. Statements concerning mineral reserve and resource
estimates may also be deemed to constitute forward-looking
statements to the extent they involve estimates of the
mineralization that will be encountered as the property is
developed. Mineral resources are not mineral reserves and do not
have demonstrated economic viability.
Further, Mountain Province
may make changes to its business plans that could affect its
results. The principal assets of Mountain
Province are administered pursuant to a joint venture under
which Mountain Province is not the
operator. Mountain Province is
exposed to actions taken or omissions made by the operator within
its prerogative and/or determinations made by the joint venture
under its terms. Such actions or omissions may impact the future
performance of Mountain Province.
Under its current note and revolving credit facilities Mountain Province is subject to certain
limitations on its ability to pay dividends on common stock. The
declaration of dividends is at the discretion of Mountain Province's Board of Directors,
subject to the limitations under the Company's debt facilities, and
will depend on Mountain Province's
financial results, cash requirements, future prospects, and other
factors deemed relevant by the Board.
Mark Wall, President and
CEO, (416)
361-3562, info@mountainprovince.com; Matthew MacPhail,
Chief Technical Officer, (416)
361-3562, info@mountainprovince.com
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