July 16, 2012 09:51 ET
Detour Gold Successfully Completes Consent Solicitation
TORONTO, ONTARIO--(Marketwire - July 16, 2012) -
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.
Detour Gold Corporation (TSX:DGC) ("Detour Gold" or the "Company") today announced that it has successfully completed its solicitation of consents (the "Consent Solicitation") from holders of record as of 5:00 p.m. (Eastern Time) on June 5, 2012 (each such holder, a "Holder") of its 5.50% Senior Unsecured Convertible Notes in the principal amount of US$250,000,000 due November 30, 2017 (the "Convertible Notes").
The Consent Solicitation was commenced by Detour Gold on May 30, 2012 to seek approval for certain proposed amendments to the trust indenture (the "Indenture") relating to the Convertible Notes (the "Amendments"), as described in the consent solicitation statement of Detour Gold dated May 30, 2012, as amended by the July 10, 2012 press release of the Company (the "Consent Solicitation Statement"). The Amendments required the consent of the Holders of 66 2/3% of the principal amount of the outstanding Convertible Notes (the "Requisite Consent").
As at 5:00 p.m. on July 13, 2012 (the "Expiration Date"), the Requisite Consent had been received. As a result, an Extraordinary Resolution (as defined in the Indenture) relating to the Amendments is effective and Detour Gold has executed a supplemental indenture (the "Supplemental Indenture") to amend the Indenture to give effect to the Amendments. The Company will file the Supplemental Indenture on SEDAR.
Detour Gold is also a party to a second trust indenture (the "Paulson Indenture") governing 5.50% Senior Unsecured Convertible Notes in the principal amount of US$175,000,000 due November 30, 2017 (the "Paulson Notes") and a third trust indenture (the "Class A Indenture") governing Class A 5.50% Senior Unsecured Convertible Notes in the principal amount of US$75,000,000 due November 30, 2017 (the "Class A Notes"). The sole registered holder of the Paulson Notes and the Class A Notes ("Paulson") executed Extraordinary Resolutions (as defined in the Paulson Indenture and the Class A Indenture) authorizing amendments to each of the Paulson Indenture and the Class A Indenture that are in substance identical to the Amendments. Supplemental indentures giving effect to the amendments to the Paulson Indenture and the Class A Indenture will be filed on SEDAR.
Those Holders who have validly delivered a consent to the Amendments on or prior to the Expiration Date will be entitled to receive a consent fee as set out in the Consent Solicitation Statement (the "Consent Fee"). In addition, Paulson will be entitled to receive a consent fee equal to the Consent Fee. |
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