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White Tiger Announces Amended Terms to its Bridge Loan
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293 Posts
June 27, 2013 - 4:19 pm
White Tiger Announces Amended Terms to its Bridge Loan

TORONTO, June 27, 2013 /CNW/ - White Tiger Gold Ltd. ("White Tiger" or the "Company") (TSX: WTG) announces that it has amended the terms of the bridge loan previously announced by the Company on March 4, 2013 and amended on April 2, 2013.

Amended Terms of the Bridge Loan

On March 4, 2013, the Company announced that it had agreed to a US$1.5 million bridge loan facility (the "Bridge Loan") from Unique Goals International Limited (the "Lender"), a company beneficially owned, directly or indirectly, by Mr. Sergey Yanchukov, whom, at the time, was a creditor and insider of White Tiger. At the time of the agreement, the Bridge Loan was unsecured, scheduled to mature on April 15, 2013 and bore interest at 15% per annum.

On April 2, 2013, the Company announced the first amendments to the terms of the Bridge Loan. The loan amount under the Bridge Loan was increased to US$12,500,000.  The amended Bridge Loan was unsecured, the maturity date was extended to 60 days from the date of the amended Bridge Loan and bore interest at 15% per annum.

On June 26, 2013, the Company and Unique amended the terms of the Bridge Loan for a second time.  Under the second set of amendments to the Bridge Loan, the loan amount has been increased to US$25,000,000 and the maturity date has been extended to September 15, 2013.  The Bridge Loan interest rate remains at 15% per annum.  The Bridge Loan amount will be payable in several advances (each an "Advance"), with each Advance being provided to the Company in accordance with a payments list agreed upon by the parties (the "Payments List").  Subsequent Advances are subject to the Lender approving of the individual Advance and its associated Payments List.

The latest amendments to the Bridge Loan are subject to the approval of the Toronto Stock Exchange ("TSX").  The Company intends to use proceeds from the Bridge Loan to maintain operations.  If the Company does not receive the increased proceeds under the Bridge Loan, the Company will not have sufficient funds to continue operations.

In the period since the Bridge Loan was first agreed to, Mr. Yanchukov became the majority and controlling shareholder of the Company.  By virtue of Mr. Yanchukov's status as an insider of the Company, the provision of the Bridge Loan constitutes a related party transaction under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). However, pursuant to paragraph 5.4 of MI 61-101, a formal valuation is not required as the transaction does not fall under paragraphs (a) through (g) of the definition of a related party transaction.  In addition, pursuant to paragraph 5.7(f), an exemption for minority approval requirements for a related party transaction is available to the Company as the Bridge Loan is from a related party on reasonable commercial terms that are not less advantageous to the Company than if the loan or credit facility were obtained from a person dealing at arm's length with the issuer, and the loan, or each advance under the credit facility, as the case may be, is not:


  (a)      convertible, directly or indirectly, into equity or voting securities of the issuer or a subsidiary entity of the issuer, or otherwise participating in nature; or
  (b)      repayable as to principal or interest, directly or indirectly, in equity or voting securities of the issuer or a subsidiary entity of the issuer,


From a TSX compliance perspective, the value of the consideration to be received by Mr. Yanchukov will not exceed 10% of the Company's market capitalization and therefore does not trigger the requirement under Section 501(c) for "approval by the issuer's security holders, other than the insider or other related party". Since the Bridge Loan constitutes a related party transaction, the Board formed a special committee (the "Special Committee") comprised of independent directors for the purpose of reviewing and approving the terms of the Bridge Loan.  After its review, the Special Committee recommended that the Board approve of the latest amendments to the Bridge Loan.  The Board then passed a resolution approving of the Company entering into the amended Bridge Loan.

The Company is continuing to review additional financing alternatives to ensure its ability to continue operations.  However, if the Company does not secure additional financing prior to maturity of the amended Bridge Loan, the Company will not have sufficient funds to continue operations.

About White Tiger

White Tiger Gold Ltd. is a TSX-listed mining and exploration company, focused on the development of mineral resources in the Russian Federation.





62 Posts
July 26, 2013 - 1:21 am

Has there been any news of about using these funds to expand the mine to a second open pit as was discussed?

Any other articles about where these funds are going, or is this just another way to acquire more shares at 15% per annum, only until sept?

I didnt see anything at all about this in share holders report before last special meeting and vote? 

Thanks for any info shared!

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