Polaris Announces Debt Refinancing
January 20, 2012
VANCOUVER, British Columbia - Polaris Minerals Corporation (TSX:PLS) (the "Company" or Polaris") announces that it has received a non-binding term sheet to raise $15 million through the issuance of Senior Secured Notes (the "Notes") maturing December 31, 2016. A New York based investment partnership will be the lead purchaser of the Notes.
The proceeds from the Notes will be used to repay all existing indebtedness of the Company, consisting of a US$6.7 million debt facility with the Company's exclusive shipping contractor and a $5 million bridge loan, which matures on February 29, 2012. The balance of the proceeds from the Notes will be used for general working capital purposes.
The Notes will be senior secured obligations of the Company, secured against all the assets of the Company other than cash and accounts receivable and will bear interest at a rate of 12% per annum, payable semiannually. In connection with the issue of the Notes, Polaris will also issue an aggregate of 13,200,000 common share purchase warrants (the "Warrants"). The Warrants will be exercisable until December 31, 2016 at a price of $0.44, per share until December 31, 2012, at a price of $0.50 per share until December 31, 2013, at a price of $0.55 per share until December 31, 2014, at a price of $0.60 per share until December 31, 2015 and thereafter at $0.65 per share. The Notes may be redeemed by the Company at any time without penalty.
Completion of the issue of the Notes is subject to negotiation and execution of definitive documentation, and other customary closing conditions, including due diligence and regulatory approval (including approval of the Toronto Stock Exchange).
Herb Wilson, President and CEO, commented: "It was essential for the Company to secure refinancing in order to repay the bridge loan maturing at the end of February and meet the repayment terms of its outstanding debt. This new debt facility will enable the Company to move ahead with a single loan under commercial terms appropriate to the timing and circumstances. We are putting maximum effort into the sale of the Pier B freehold land in the Port of Long Beach, the successful conclusion of which will provide additional working capital."
Polaris Minerals Corporation is exclusively focused on the development of quarries and the production of construction aggregates in British Columbia for marine transport to urban markets on the Pacific coasts of North America to meet growing local supply deficits. In 2007, Polaris began shipping sand and gravel from the Orca Quarry to San Francisco Bay, Vancouver and Hawaii.
For further information, please contact:
Herb Wilson, President and CEO
Polaris Minerals Corporation
Tel: (604) 915-5000
This press release contains "forward-looking statements" and "forward-looking information" within the meaning of applicable securities laws. These statements and information appear in this document and include estimates, forecasts, information and statements as to management's expectations with respect to, among other things the future financial or operating performance of the Company, costs and timing of the development of the construction aggregate quarry, the timing and amount of estimated future production, costs of production, capital and operating expenditures, requirements for additional capital, government regulation of quarrying operations, environmental risks, reclamation expenses, and title disputes. Often, but not always, forward-looking statements and information can be identified by the use of words such as "may", "will", "should", "plans", "expects", "intends", "anticipates", "believes", "budget", and "scheduled" or the negative thereof or variations thereon or similar terminology. Forward-looking statements and information are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Readers are cautioned that any such forward-looking statements and information are not guarantees and there can be no assurance that such statements and information will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed under the heading "Risks and Uncertainties" in the Company's Annual Report and under the heading "Risk Factors" in the Company's Annual Information Form (AIF) in respect of its financial year-ended December 31, 2010, both of which are filed with Canadian regulators on SEDAR (www.sedar.com). The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements and information whether as a result of new information, future events or otherwise. All written and oral forward-looking statements and information attributable to us or persons acting on our behalf are expressly qualified in their entirety by the foregoing cautionary statements.