ECR MINERALS plc
(“ECR Minerals”, “ECR” or the “Company”)
US OTC: MTGDY
LONDON: 19 JULY 2013 - ECR Minerals plc announces that notice has been given by the Company to convene an extraordinary meeting (the “Meeting”) of holders of convertible loan notes of the Company (the “Loan Notes”) created pursuant to a loan note instrument dated 17 October 2007 and amended by an extraordinary resolution of Loan Note holders passed on 29 September 2010 (the “Loan Note Instrument”).
The purpose of the Meeting, which will be held on 5 August 2013, is to vary the Loan Note Instrument in order to facilitate the redemption, as soon as practicable following the Meeting, of all the Loan Notes on the following terms: half of the principal amount of the Loan Notes in cash and half in new ordinary shares of the Company of 0.1p (“Ordinary Shares”).
Ordinary Shares will be issued and allotted to Loan Note holders based on a price of 0.1p per Ordinary Share. Loan Note holders will be prohibited from selling the Ordinary Shares received for a period of six months.
The principal amount of the Loan Notes outstanding totals £785,000, and redemption of the Loan Notes on the terms stated above (the “Redemption”) will require the payment by the Company to Loan Note holders, on a pro rata basis, of a total of £392,500 in cash and the issue and allotment to Loan Note holders, on a pro rata basis, of a total of 392,500,000 Ordinary Shares. In addition, interest on the Loan Notes will be paid to holders in cash up to the date of Redemption. The total interest due for the period from 30 April 2013 (being the most recent Interest Payment Date, as that term is defined in the Loan Note Instrument) to the anticipated date of Redemption will amount to approximately £21,000.
The Redemption is subject to the necessary extraordinary resolution being passed at the Meeting. The Resolution will be passed if a majority consisting of not less than seventy five per cent of the votes cast on a poll at the Meeting votes in favour. The Resolution being passed at the Meeting will compel all Loan Note holders to accept the terms of the Redemption. A further announcement will be made once the outcome of the Meeting is known.
Stephen Clayson, Chief Executive Officer of ECR, commented:
“The redemption of these convertible loan notes will eliminate the vast majority of the Company’s debt and remove a major financial risk factor for shareholders. Moreover, if the proposed redemption terms are approved at the meeting of Loan Note holders, as we expect they will be, then this can be seen as a substantial vote of confidence in ECR and its future.”
ABOUT ECR MINERALS PLC
ECR is a mineral development company with, among other interests, the right to earn a 50% interest in the Itogon gold-silver project in the Philippines; 100% ownership of the Sierra de las Minas gold project in La Rioja Province, Argentina; and a substantial minority stake in THEMAC Resources Group Ltd (TSX-V: MAC), which is focused on the development of the Copper Flat copper-molybdenum-gold-silver porphyry project in New Mexico, USA.
FOR FURTHER INFORMATION PLEASE CONTACT:
|ECR Minerals plc|
|Paul Johnson, Non-Executive Chairman||Tel:||+44 (0)20 7929 1010|
|Stephen Clayson, Director & Chief Executive Officer|
|Daniel Stewart & Company plc|
|David Hart/Antony Legge||Tel:||+44 (0)20 7776 6550|