Welcome to the Crystallex HUB on AGORACOM

Crystallex International Corporation is a Canadian-based gold company with a successful record of developing and operating gold mines in Venezuela and elsewhere in South America

Free
Message: ey document - no more than 49%?

The ey documents are fascinating and informative reading. Consider the following 2 paragraphs:

Lender Back-End Entitlement means consideration (in addition to repayment of
principal and interest) paid to the Lender in the form of: (i) a payment obligation
of Crystallex contingent upon the value of the Net Arbitration Proceeds; (ii) an
equity interest in Crystallex; or (iii) a right to convert amounts outstanding under
the Financing to an equity interest in Crystallex; provided, however, that the
structure, timing of receipt, and quantum of such additional consideration shall
conform to all applicable legal requirements, including but not limited to,
Canadian usury laws. In no circumstance shall the Lender Back-End Entitlement
involve, or contemplate directly or indirectly, either (i) an acquisition of control of
Crystallex, (ii) an acquisition of any interest in the Arbitration Proceeding, or
(iii) a receipt of value exceeding a minority of the Net Arbitration Proceeds.

LL. Net Arbitration Proceeds means the Arbitration Entitlement to the extent actually
collected by Crystallex, after payment of: (i) all lawful taxes owed in respect of
the Arbitration Entitlement by Crystallex to any taxing authority; (ii) unpaid costs
and expenses incurred in connection with the Arbitration Proceeding, including
without limitation, reasonable professional fees and expenses; (iii) any unpaid
costs and expenses incurred in connection with the Restructuring Proceedings,
including without limitation, reasonable professional fees and expenses;
(iv) principal and accrued and unpaid interest under the Financing; (v) (a) any
amounts paid to the Noteholders after December 23, 2011 together with any
amounts payable to satisfy the claims of the Noteholders in full in accordance
with a court-approved plan of compromise, arrangement, or reorganization, plus
6
MBDOCS_5776212.5
(b) any amounts paid after December 23, 2011 together with any amounts payable
to satisfy pre-filing general unsecured claims in accordance with a court-approved
plan of compromise, arrangement, or reorganization; and (vi) any amounts
payable pursuant to the Management Compensation Plan.

Does this mean that Crystallex is going for a financing that will take no more than 49% of the arbitration award after the noteholders have been paid from the award?

If we get these terms, we seem to be home free in terms of coming out of this with a decent return from the arbitration award.

Share
New Message
Please login to post a reply