Extension of repayment of Loan and Convertible Notes and Financing Update

30 March, 2015

Further to the announcement made on 25 March 2015, EMED Mining Public Limited, the Europe-based minerals development and exploration company, is pleased to confirm the extension to the repayment terms of its existing bridging Loan and Convertible Notes (each as defined below).

As previously stated, on 24 December 2014, the Company announced that it had agreed an unsecured bridging finance facility for up to US$30 million (the "Loan") with Trafigura Beheer BV ("Trafigura"), Orion Mine Finance (Master) Fund I LP ("Orion") and Hong Kong Xiangguang International Holdings Limited ("Hong Kong Xiangguang"), an affiliate of Yanggu Xiangguang Copper Co. Limited ("XGC") (Trafigura, Orion and Hong Kong Xiangguang being the "Lenders"). Furthermore the Company announced that it had agreed with Orion and XGC that the maturity date of the secured convertible loan notes issued in July 2013 (the “Convertible Notes”) shall be extended to be consistent with the date for repayment of the Loan (the "Note Extension").

Extension of Loan and Convertible Notes

Under the original terms of the Loan the repayment date, and therefore the maturity date of the Convertible Notes pursuant to the Note Extension, was on the earliest of 30 March 2015 or the Company raising debt or equity funding in an amount equal to or greater than the amounts outstanding under the loan agreement.

The Company is pleased to confirm that it has agreed with the Lenders that the Loan repayment terms, and consequently the maturity of the Convertible Notes, have been extended by three months to 30 June 2015 (together, the “March 2015 Loan & Convertible Note Extension”). In consideration for extending the term of the Loan, should a meeting of shareholders not be called by 30 April 2015 in order to approve a long term funding package, the Company has agreed to pay an extension fee of 0.5% on all outstanding amounts (including accrued interest and costs) owed to the Lenders pursuant to the Loan and the Convertible Notes. Additionally, a further fee equal to 1% would be payable should a meeting of shareholders not be called by 31 May 2015. All other repayment terms of the Loan and Convertible Notes remain unchanged.

Working Capital Update

As at 26 March 2015, the Company had a cash balance of approximately €5.5 million with a further US$6 million available under the Loan, subject to the consent of the Lenders. The Company believes the current cash position, excluding the remaining funds under the Loan, is sufficient to last through until mid-April. Once the Company has received the remaining US$6 million available under the Loan it will meet creditor payments which are due in mid-April 2015. The Company then expects to continue to monitor expenditures and creditor terms such that its current cash balance and funds available under the Loan satisfy its working capital requirements into May 2015. The Company presently expects that, based on recent negotiations, it has sufficient working capital to allow it to enter into definitive documentation for the longer term financing package described below.

Long term financing

As updated on 25 March 2015, the Company remains in dialogue with its three largest shareholders, Trafigura, Orion and XGC with regard to a long term financing solution for its Rio Tinto Copper Project (“Proyecto Riotinto”). The Company remains in advanced discussion with these shareholders and hopes to agree the terms of a financing package shortly.

Restoration Bond

The Company is pleased to confirm that the restoration bond of €13 million has been presented to, and approved by, the relevant regulatory authority at the Junta de Andalucia. The successful lodging of this bond was a condition precedent to be fulfilled at least one month prior to the start of production activities at the Proyecto Riotinto. The bond did not require any use of the cash reserves of the Company as it had originally been anticipated in earlier capital cost estimates. 

Financial Statements for the year ended 31 December 2014

The Company has determined that it is a “designated foreign issuer” pursuant to National Instrument 71-102 and therefore no longer has the requirement to publish its annual financial statements within three months of the year end. Accordingly, the Company is not required to release its financial statements for the year ended 31 December 2014 by 31 March 2015. The Company does however anticipate releasing financial statements during the course of April 2015.

Related Party Transaction

The Lenders are all related parties of the Company and the March 2015 Loan & Convertible Note Extension is deemed to be a related party transaction under the AIM Rules for Companies. The Independent Directors of the Company, being all of the Directors (who do not have an interest in the Loan) other than Harry Liu (by virtue of his association with XGC), consider, having consulted with EMED's nominated adviser Canaccord Genuity Limited, that the terms of the March 2015 Loan & Convertible Note Extension are fair and reasonable insofar as the Company's shareholders are concerned.

The March 2015 Loan & Convertible Note Extension would also be considered “related party” transactions and “connected transactions” under Multilateral Instrument 61-101 – Protection of Minority Shareholders in Special Transactions (“MI 61-101”).  However, the Company has determined that it is a “designated foreign issuer” pursuant to National Instrument 71-102 – Continuous Disclosure and Other Exemptions Relating to Foreign Issuers, and is therefore exempt from the application of MI 61-101 in reliance thereon.

Alberto Lavandeira, CEO of the Company, commented: “We are fully focused on working with our key stakeholders to ensure that we achieve the goals we have set for starting and then ramping up production at Proyecto Riotinto. The three largest shareholders have shown their intentions to continue supporting the fast track development of the project.”


EMED Mining               

Roger Davey/Alberto Lavandeira

+34 959 59 28 50

Canaccord Genuity Limited       

Ryan Gaffney/Henry Fitzgerald-O'Connor

+44 207 523 8000

Brandon Hill Capital

Oliver Stansfield

+44 203 463 5061

Walbrook PR                 

Nick Rome                               

+44 207 933 8780


For further information on the Company's activities, visit www.emed-mining.com.