BELLINGHAM, WASHINGTON--(Marketwire - Dec. 16, 2010)
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Tamerlane Ventures Inc. ("Tamerlane" or the "Company") (TSX VENTURE:TAM) is pleased to announce it has closed the US$5.0 million senior secured bridge loan and an additional US$5.0 million stand-by facility arranged by Renvest Mercantile Bancorp Inc. through its Global Resource Fund. The final terms of both facilities are consistent with the original term sheet announced in the Company's November 9, 2010 press release which can be found on SEDAR.
US$1.25 million from the initial bridge loan and the first US$1.25 million from the stand-by facility (if drawn down) are in the form of a convertible debenture, with a conversion price per share of C$0.40. The Company shall have the right to force conversion of the convertible debenture if and when the price per Tamerlane common share has traded at a minimum of C$0.90 for 30 consecutive days on a volume weighted average basis.
The upfront fee payable by the Company on closing of the bridge loan includes the issuance of 500,000 shares to the lender. An additional 500,000 shares will be payable to the lender if the Company fully draws down the stand-by facility.
The Company will also pay a finder's fee equal to 2% of the amounts drawn down on either facility. This fee will be a non-cash fee and will be satisfied by the issuance of 335,800 shares of Tamerlane on closing of the bridge loan and up to 335,800 shares on drawn down of the stand-by facility (assuming full draw down).
All of the securities issued in connection with this transaction will be subject to restrictions on resale for four months from the date of issuance.
The bridge loan will be used to fund definitive engineering on the Pine Point project (which will include preparation of construction bid packages and subcontractor selections), for cash deposits on certain long lead capital equipment orders, and other general corporate working capital requirements. If drawn down, the stand-by facility will be used to fund acquisitions or equipment that could reduce the development period and support bringing the property into production ahead of schedule.
Tamerlane has recently hired key management personnel to finalize updating of the positive 2008 feasibility study, complete definitive engineering on the project, and provide management for the construction and operational phases of the project. Work continues with key suppliers and contractors to ready the project for construction. Technical work completed to date has shown that there has been minimal impact to the capital cost estimates over the last two years. The updated feasibility study is scheduled to be completed by March 2011.
The N-204 deposit is currently being validated and brought to NI 43-101 resource compliance by Pincock Allen & Holt (PAH). Results will be issued in January 2011. Preliminary metallurgical work has demonstrated that Dense Media Separation will upgrade the N-204 resource to an over 10% combined lead zinc intermediate concentrate which can be trucked to the flotation concentrator. The addition of the N-204 resource to the project production base is expected to further enhance the Pine Point economics.
Mike Willett, CEO of Tamerlane commented, "I am pleased to announce the closing of these financing agreements. The financings were subject to completion of legal and technical due diligence and the Pine Point project fully satisfied all the lender's requirements. These financings will provide management with the necessary financial resources to focus exclusively on the completion of the update feasibility phase and significant efforts related to definitive engineering and awarding of construction contracts."
Margaret Kent, Tamerlane's Executive Chairman, added, "We arranged the debt facility to minimize dilution to our existing shareholders. We intend to repay this debt facility from proceeds from a larger project financing which we intend to close in late 2011. With zinc prices cooperating nicely, and our projected construction schedule, our project should commence production at the same time a severe shortage of zinc is expected globally. This timing should significantly enhance the positive projected cash flow that we are currently carrying in our base case feasibility study."
About Tamerlane Ventures Inc.
Tamerlane Ventures Inc. is an exploration and development mining company with advanced base metal development projects in Canada and Peru. The Company is working towards bringing the world-class Lead-Zinc Pine Point Property back into production in the Northwest Territories, Canada, and developing its Los Pinos heap leach copper project in Peru. The Company's primary focus is the Pine Point Project, which consists of the Pine Point Mine, which was the largest and most profitable base metal mine in Canadian history. Tamerlane controls the Pine Point Project, along with a large contiguous property to the west.
About Renvest Mercantile Bancorp.
Renvest Mercantile Bancorp, through its Cayman-based Global Resource Fund, provides financing for companies and projects in the natural resource sector. Loans are for terms of up to 24 months typically in the form of a senior secured debenture and often as a convertible debenture.
On behalf of Tamerlane Ventures Inc.
"Michael A. Willett"
Chief Executive Officer
Caution Concerning Forward-Looking Information
This press release contains forward-looking information within the meaning of applicable securities laws. We use words such as "may", "will", "should", "anticipate", "plan", "expect", "believe", "estimate" and similar terminology to identify forward-looking information. It is based on assumptions, estimates, opinions and analysis made by management in light of its experience, current conditions and its expectations of future developments as well as other factors which it believes to be reasonable and relevant. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause our actual results to differ materially from those expressed or implied in the forward-looking statements and accordingly, readers should not place undue reliance on those statements. Risks and uncertainties that may cause actual results to vary include but are not limited to the speculative nature of mineral exploration and development, including the uncertainty of reserve and resource estimates; operational and technical difficulties; the availability to the Company of suitable financing alternatives; fluctuations in zinc, lead and other resource prices; changes to and compliance with applicable laws and regulations, including environmental laws and obtaining requisite permits; political, economic and other risks arising from our activities; fluctuations in foreign exchange rates; as well as other risks and uncertainties which are more fully described in our annual and quarterly Management's Discussion and Analysis and in other filings made by us with Canadian securities regulatory authorities and available at www.sedar.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.