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sculpin

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  1. Couple of updates on holdings while we await more material news... https://www.b-tv.com/dundee-precious-metals-company-feature-ep-336/ eCobalt Solutions Inc. Specialty Minerals and Metals Eric Zaunscherb, CFA | Analyst | Canaccord Genuity Corp. (Canada) | ezaunscherb@cgf.com | 1.416.869.7299 Allison Carson | Associate | Canaccord Genuity Corp. (Canada) | acarson@cgf.com | 1.416.869.7285 Company Update Waiting for the tide to change We maintain our SPECULATIVE BUY rating and C$0.90 target price for eCobalt Solutions following the announcement that project development at its wholly-owned ICP cobalt project in Idaho paused for the winter, will remain paused. The company is working on an optimized feasibility study and looking to secure an offtake, which will define the final concentrate specifications and allow the company to complete the new feasibility study. As it moves into cash preservation mode, it will continue activities that are required to maintain the site and comply with the approved Plan of Operations until the company can secure project financing. eCobalt, like most cobalt equities, saw a large sell-off in 2018, declining by over 70% in what we view as an over-correction. We believe the theme has been overwhelmed by concerns surrounding the Chinese economy while oversupply fears have hammered metal prices and equity valuations. As destocking in China winds down, so comes news that supply out of the DRC could be slowing down. Kazakh miner ERG has placed one of its key copper and cobalt mines on care and maintenance. In addition, Glencore is expecting to cut 2,000 contractors at its Mutanda copper and cobalt mine in the DRC. The combination of diminished destocking and the slowing of cobalt supply out of the DRC bodes well for a turnaround in cobalt pricing. We believe that the cobalt macro theme remains supportive and we remain confident that this project, with primary cobalt production, will attract financing when positive sentiment returns to the market. As noted in our Top Picks for 2019 piece, we continue to view Cobalt 27 (KBLT-TSXV: $3.86 | SPECULATIVE BUY, C$15.50 TP) as the premier investment vehicle for exposure to battery materials in the burgeoning electric vehicle theme for its physical metal holdings, streams, minority direct mine interest and cash position. In addition, on our deck, physical cobalt holdings plus working capital almost make Cobalt 27's mine, royalty and stream exposure “a gift with purchase”. eCobalt trades at a 0.30x normalized P/NAV (5%), a premium to covered peers. Although we see financing of quality projects such as ICP possible in the long term, we believe this latest development could cause a near-term re-rating to the downside.
  2. http://www.cornerofberkshireandfairfax.ca/forum/investment-ideas/qtrh-to-quarterhill/
  3. Prem Watsa, CEO of Canada-based Fairfax Financial Holdings, bought seven stocks in the fourth quarter, according to filings. Watsa, who is often compared to Warren Buffett, bought shares of: Bank of Nova Scotia, Micron Technology Inc., US Silica Holdings Inc., Bemis Co. Inc., Pacific Biosciences of California Inc., Garrett Motion Inc. and Quarterhill Inc. His portfolio listed 33 stocks valued at $1.27 billion in aggregate at fourth quarter-end. https://www.forbes.com/sites/gurufocus/2019/02/18/prem-watsa-buys-7-stocks-in-4th-quarter/#235f253e10b4
  4. Dundee Precious Metals Inc. (DPM-T) 12 Month Target: $6.65 (was $6.35) | Buy (unch) Weaker Q4 EPS due to timing of shipments, but a great 2018 with a brighter future ahead First and foremost, we would note that DPM met or exceeded every piece of guidance it provided for 2018 and that is to be commended. Its Q4 financial results were negatively impacted mainly due to only had two shipments of concentrate (as opposed to three in the previous and year ago quarters), slightly lower gold grades and recoveries and loses due to commodity and currency hedges. Its Q4 and 2018 financial results as follows; a loss of $0.01 in Q4 Fully diluted EPS for 2018 was $0.21 whereas we had forecast 22 cents for the year. Had the company been able to make three shipments in Q4, it would have beaten our estimates by at least 10%. The lower shipments negatively affected the AISC, which were $864/oz. for Q4 and $659/oz. for 2018. This annual AISC of $659/oz. was $70/oz. lower than in 2017 and well below the industry average. This was due to continued optimization at Chelopech and is great to see for a mine that has been in production for over 50 years. Free cash flow was $53.9m (or $0.30 per fully diluted share). Of note, the company’s Tsumeb smelter outperformed our estimates and actually generated a small amount of positive cash flow for the first time, which supports our thesis that this unit is improving and represents a growth opportunity for the company. Guidance For 2019 For 2019, the company provided production guidance of: total gold production of 210k to 262k oz. at AISC of $675 to $829 per oz. while our estimates are now at 253k oz. at AISC $735 per oz. For 2020, we are modelling total production of 297k oz. at AISC of $655 as the grade at Krumovgrad is expected to be over 5.5 g/t.
  5. Research note from M Partners today... Research Note - Dundee Corporation (DC.A - TSX, $1.26|Buy) - Dundee's Not Done Yet Dundee Corporation’s Class A shares have significantly underperformed the market, falling from a peak over $8.00 in July 2016 to a recent low of $1.01. We believe at current levels that the shares present an attractive investment opportunity as the business shifts to become a more focused and profitable operation. Dundee shares provide notable value above the current price, with limited downside. INVESTMENT THESIS After a period of poor investment performance and a bloated portfolio, Dundee is becoming a leaner, more focused company. It has cut the number of investments from nearly 100 positions before CEO Jonathan Goodman returned to the company in January 2018, to roughly 30-40 positions by end of 2018. Recent transactions include the sale of Dundee Securities and the corporation’s stake in Union Group International. Management is largely getting back to the company’s roots and core competencies with a focus on mining. In the medium term, the company should see the benefits of significant corporate cost savings once one-time expenses are paid. As part of its organizational shift, Dundee is focusing on building out its merchant banking business as part of the investment management division. Merchant banking will bring in fees as a complement to the long-term investment plan. Management expected to invest $20M-$30M in the 6 months since September, and to potentially reach profitability in this segment in 2019. Dundee Corporation owns 36M shares of Dundee Precious Metals (DPM – TSX). This position alone is worth $2.50/share for DC.A, providing exposure to DPM at a discount. After a disappointing start to operations at Parq Vancouver, Dundee is in a position where there is limited downside on the balance sheet for its investment, with potential to refinance its existing debt. PARQ VANCOUVER Parq Vancouver is a destination resort in downtown Vancouver, comprised of the Edgewater Casino and two Marriott luxury hotels with a conference centre, spa, five restaurants, three lounges and a parking facility. Dundee owns 37% of Parq Holdings LP through Paragon Holdings, a joint venture between Dundee and Paragon Gaming Inc. Parq Vancouver opened its doors in September 2017 and became fully operational in January 2018. Financial performance has been disappointing as a result of slow ramp-up and the effects of new anti-money laundering regulations in British Columbia. Management anticipates another two to three years before Parq is closer to stable operations. As a result of the poor performance, Dundee reported a loss of $52.6M in the first nine months of 2018 including an impairment charge of $22.3M related to Dundee’s position in Paragon Holdings. The investment currently has a carrying value of zero on the balance sheet, providing little downside on book value. The key consideration for the Parq investment is the potential for a refinancing of its debt to reflect its status as an operating company. Until then, it may require additional injections of cash from investors with expertise in the casino industry. Dundee’s subsidiary United Hydrocarbon International sold its interest in its subsidiary in Chad to Delonex. In connection with this sale, UHIC could receive $50M in additional payments in the event of first oil by 2021, on top of royalty payments. These payments are represented by Resource Assets on the balance sheet. Because these are inherently uncertain, we are not accounting for them in our core book valuation. However, this could provide significant additional upside in the future. Depending on the outcome of the Series 5 redemption in June, the risk of DC.A shares could be decreased. Our core book value analysis indicates a price of $2.50/share, with potential for additional upside.
  6. https://dailyhive.com/vancouver/parq-vancouver-casino-sold-paragon-gaming-pbc-group-february-2019 “PBC believes that Parq Vancouver is positioned to become a central feature of the downtown entertainment district and will serve as further proof that Vancouver has become a global destination city,” said PBC Group president Paul Bouzanis in a statement, highlighting the casino’s future potential from the long-term plans for Northeast False Creek’s transformation. Paragon Gaming sells its stake in Parq Vancouver by Charlie Smith on February 1st, 2019 at 11:55 AM Paragon Gaming has announced that it's sold its share in the Parq Vancouver for an "undisclosed price" to another partner, PBC Group. Paragon bought the Edgewater casino on the north shore of False Creek in 2006, running it for 10 years. In September 2017, the $640-million Parq Vancouver opened across the street with two Marriott hotels, a 60,000-square-foot conference centre, and several dining facilities and lounges. "We are proud of our affiliation with Parq Vancouver and we wish their employees the best moving forward," Paragon Gaming chair and cofounder Diana Bennett said in a company news release. The Bennett family has been in the gambling industry since the early 1970s and has been linked to the Excalibur Hotel and Casino and Luxor Las Vegas. Later, Paragon partnered with First Nations on both sides of the border before focusing on developing the Parq Vancouver. PBC Group is a real-estate company launched in Ottawa more than 30 years ago. Through its limited partnership, PBC VUR LP, it raised US$415 million to finance the Parq Vancouver, according to its website. The other partner in the Parq Vancouver is Dundee Corporation. In November 2018, the facility attracted unwanted attention when rapper Drake alleged that he was racially profiled and prevented from gambling. CYV News at Six reporter Jon Woodward later wrote a story citing unnamed sources suggesting that the refusal was linked to B.C.'s tough new anti-money-laundering rules. Gamblers can no longer spend more than $10,000 in cash in B.C. casinos without disclosing detailed information, including identifying their financial institution, branch, and account number. Paragon Gaming made no mention of B.C.'s anti-money-laundering regulations in its news release announcing the sale of its share in the Parq Vancouver.
  7. Polar continues to buy... Since the last report dated December 10, 2018, there has been a net increase of 210,800 Shares over which Polar, on behalf of client accounts over which it has discretionary trading authority, exercised control or direction, representing a net increase of 0.36% in the number of Shares over which Polar, on behalf of client accounts over which it has discretionary trading authority, exercised control or discretion. As at December 31, 2018, Polar, on behalf of client accounts over which it has discretionary trading authority, exercised control or direction over 8,766,890 Shares of the Issuer, representing approximately 15.12% of the issued and outstanding Shares.
  8. DPM moving higher... Beacon Dundee Precious Metals (DPM-T, Buy) – Announced Q4/2018 production results this morning… On a consolidated basis, Chelopech achieved another record year of gold production in 2018 and exceeded the Company’s guidance while copper production was in line with guidance. Payable gold production came in at 164k payable oz’s, Cooper production came in at 34M lbs and processed 232k tonnes of concentrate at its smelter, no costs disclosed look for that to be disclosed with year-end financial results. Analyst Jacob Willougbhy has a $6.25 target price, which is the highest on the street. CIBC Dundee Precious Metals Incorporated 2019 A Transformative Year; Upgrading To Outperformer Our Conclusion We see DPM shares re-rating in 2019 with the start-up of Krumovgrad, while the company continues to build on a strong operational year in 2018 at Chelopech and Tsumeb. Gold production for Q4/2018 was 45.8koz, exceeding our expectations of 44.5koz. For 2019, we expect DPM to produce 240,000 ounces at AISC of $742/oz, representing production growth of 20% Y/Y at comparable costs. As of Jan. 9, we are upgrading DPM to Outperformer (from Neutral) and increasing our price target to C$6 (from C$4). Our price target is calculated using the average of short-term and longer-term valuation metrics. The short-term valuation is calculated at 6x the average 2019E-2020E CFPS of $0.92, while the long-term valuation is calculated at 1x the $4.23/share in NAV (at a 5% discount rate), both calculated using the CIBC price deck with a long-term gold price of $1,300/oz. Target multiples for DPM have now been recalibrated to be more in line with the trading multiples for the intermediate group. Implications Krumovgrad is a high-grade, low-strip, open-pit gold mine, with a reserve grade of 4.04 g/t and a 2.6:1 strip ratio. In the most recent update, the start-up remains on time, with the introduction of ore to the Krumovgrad process plant expected by mid-Q1/2019, and production of first concentrate by the second half of Q1/2019. Elsewhere, significant improvements were made at the Tsumeb smelter in 2018, with 232,000 tonnes of complex concentrate smelted in the year, meeting its improved guidance and representing an increase of 6% Y/Y. We expect these positive operational improvements to continue. Valuation For 2019, we expect DPM to generate >$100 million in FCF. At our CIBC price deck, DPM shares currently trade at 0.7x P/NAV and 3.5x 2019 P/CF, at a discount to the group at 1.1x P/NAV and 7x P/CF.
  9. http://prefblog.com/?p=37879 January 2nd, 2019 Dundee Corporation, which will have to make a decision soon about DC.PR.E, has announced (although not yet on their website): that Mark Goodman, President, has departed the Company. “On behalf of the board of directors and fellow members of the executive management team, I would like to thank Mark for his dedication and contributions to Dundee Corporation,” said Jonathan Goodman, Chairman and Chief Executive Officer. “We would also like to wish Mark the best in his future endeavors.” Mark Goodman’s responsibilities related to the resources portfolio and merchant capital activities at Dundee Corporation will be split amongst various executives at the Company. This follows earlier news of: the sale of Dundee Securities Ltd. (“Dundee Securities”) to Echelon Wealth Partners Inc. (“Echelon”) for total consideration of $4 million. This transaction is also expected to provide Dundee with additional liquidity from Dundee Securities of up to $5 million and ongoing cost savings. In October 2018, approximately $15 million of regulatory capital supporting Dundee Securities was provided to Dundee Corporation. DC.PR.E closed today at 16.10 … while DC.A closed at 1.16. Assiduous Readers will remember that the issue has a hard maturity June 30, 2019, but the company can force conversion at the current redemption price of DC.PR.E (25.25) “together with all accrued and unpaid dividends up to but excluding the date fixed for conversion” into DC.A at “the greater of: (i) $2.00; and (ii) 95% of the weighted average trading price of the Subordinate Voting Shares on the TSX for the 20 consecutive trading days ending on the fourth day prior to the date specified for conversion or, if such fourth day is not a trading day, the immediately preceding trading day.” The last dividend on DC.PR.E was payable December 31. Thus, the current $1.16 price of DC.A implies a conversion value of (25.25 / 2) shares of DC.A worth $1.16 each, or $14.64. This will be interesting!
  10. Great - keep cutting the superfluous overhead... Dundee Corporation Announces Executive Departure TORONTO, Jan. 02, 2019 (GLOBE NEWSWIRE) -- Dundee Corporation (TSX: DC.A) (the “Company”) today announced that Mark Goodman, President, has departed the Company. “On behalf of the board of directors and fellow members of the executive management team, I would like to thank Mark for his dedication and contributions to Dundee Corporation,” said Jonathan Goodman, Chairman and Chief Executive Officer. “We would also like to wish Mark the best in his future endeavors.” Mark Goodman’s responsibilities related to the resources portfolio and merchant capital activities at Dundee Corporation will be split amongst various executives at the Company.
  11. Maybe but we are in the throes of tax loss selling with extremely fear driven markets & news. Could see the floaters falling further but the longer dated fixed resets & fixed payments (depending on industry) should not drop on any rate drop....at least theoretically lol.
  12. In the past month have reacquired both the Atlantic Power prefs above & the Transalta. Have owned the DC.PR.B when they dipped earlier in the year. As well, own both the the GMP prefs - the floater GMP.PR.C and the fixed reset GMP.PR.B acquired over the last 2 months.
  13. Given that Jonathan Goodman is the Chairman of DPM and DPM has little net debt, perhaps they could pay out a substantial amount of operating cash flow as a special dividend in 2019....20% of $138mm US $ would be $36 million Cdn $. We would also note that we expect DPM to generate $203m in EBITDA and $138m in operating cash flow in 2019 and with a current EV of approximately $465m, the shares are trading at an EV/EBITDA multiple of 2.3x and an EV/CF multiple of 3.4x. Thus we feel DPM has tremendous upside We are initiating coverage of Dundee Precious Metals Resources with a BUY recommendation. In our model we are using $1,300/oz. for gold, $17/oz. for silver and $2.75/lb. for copper. Our total NAV for DPM is C$896.6m or C$6.34 per share and we are using a 1x NAV multiple to derive our target price of C$6.35.
  14. New coverage on Dundee Precious Metals (DPM - TSX - $3.44) today with a NAV & target of $6.35. DC.A owns 36.4 million shares worth about $125million. At net asset value DC's 20% stake in DPM would be $230 million or about close to $4 per Dundee common share. Dundee Precious Metals (DPM-T, Buy) – Analyst Jacob Willoughby is initiating coverage of Dundee Precious Metals with a Buy rating and a 12 month target of C$6.35 Previously, DPM experienced a period of major capital investment at its three main assets (all 100% owned): its Chelopech and Krumovgrad mines and its Tsumeb smelter. Now, those major capital investments are complete and the company and its shareholders are set to be rewarded with free cash flow levels exponentially higher than in its past. DPM should produce about 190k oz. in 2018, but reach over 235k oz. in 2019 at cash costs well below $700/oz. Production should average 275k oz. a year from 2020 to 2023. DPM is undervalued relative to its peers. We feel the market is assigning ZERO value to its Tsumeb smelter while also overstating the sovereign risk associated with operating in Bulgaria, making this an excellent buy at current levels. The company also has a great balance sheet, with $35.5m in working capital, $25.8m in investments and only $39m in long term debt. Our calculated NAV for DPM is C$6.34. A multi asset company with its own smelter should trade at up to 1.0 its NAV. Applying that 1.0x multiple to our NAV gives our share price target of C$6.35. DPM-2018-12-17.pdf
  15. So they’ve already taken 15m of capital out, they’ll take 5 more, and then they’ll be paid 4? Am I reading that right? That is correct. Also would like to know how much this has lowered annual op costs..."and ongoing cost savings"
  16. Are you or anyone else aware if they would have to disclose in this filing if they also had a position in the preferred shares? They would only need to declare an interest in the preferred shares if they were convertible into common.
  17. Polar has added an additional 2.6 million shares since their last filing. Now almost up to 15%. One of the best small cap investors in Canada.... The requirement to file this report was triggered on November 13, 2018, when Polar, on behalf of client accounts over which it has discretionary trading authority, acquired 1,990,900 Shares of the Issuer. Since the last report dated October 10, 2018, there has been a net increase of 2,559,000 Shares over which Polar, on behalf of client accounts over which it has discretionary trading authority, exercised control or direction, representing a net increase of 4.42% in the number of Shares over which Polar, on behalf of client accounts over which it has discretionary trading authority, exercised control or discretion. As at November 30, 2018, Polar, on behalf of client accounts over which it has discretionary trading authority, exercised control or direction over 8,556,090 Shares of the Issuer, representing approximately 14.76% of the issued and outstanding Shares.
  18. So will pull out about $24 million from capital & sale price in the 4th quarter.... Dundee Corporation Announces the Sale of Dundee Securities Ltd. to Echelon Wealth Partners Inc. TORONTO, Dec. 14, 2018 (GLOBE NEWSWIRE) -- Dundee Corporation (TSX: DC.A) (the “Corporation” or “Dundee”) today announced the sale of Dundee Securities Ltd. (“Dundee Securities”) to Echelon Wealth Partners Inc. (“Echelon”) for total consideration of $4 million. This transaction is also expected to provide Dundee with additional liquidity from Dundee Securities of up to $5 million and ongoing cost savings. In October 2018, approximately $15 million of regulatory capital supporting Dundee Securities was provided to Dundee Corporation. As part of this transaction, veteran investment professional Les Sherman and his team will be joining Echelon in their Toronto office. “The sale of Dundee Securities is consistent with our strategy of streamlining our portfolio of investee companies and focusing our efforts on core businesses that are positioned to deliver long-term shareholder value,” said Jonathan Goodman, Chairman and CEO, Dundee Corporation. “Prior to the closing of this transaction, our capital markets team at Dundee Goodman Merchant Partners, which was operating as part of Dundee Securities, was transitioned to operate as part of Goodman & Company Investment Counsel.” “We would like to thank Les and his team for their many years of dedication and wish them well as they transition their business to the Echelon platform,” said Robert Sellars, Executive Vice President, and Chief Financial Officer, Dundee Corporation. All required regulatory approvals have been received and the transaction is due to close at the end of business on December 14, 2018
  19. The Goodman's own all of the multiple voting shares which gives them full control of the Company. Can be no hostile bids. As well, they have a preferred share liability of $90mm coming due in June 2019.
  20. Roumell Annual Report. Includes discussion of investment in Dundee... https://www.ncfunds.com/dl/annual/813annual.pdf
  21. I couldn't find any news. Q3 release is in two days. It's possible that information has leaked about the results and its not good. Or maybe someone just wants out before the results are announced. It seems a little desperate to crash the price to do so, but we will know in two days. A large block has been overhanging the DC shares for some time now - it was crossed by TD this morning at $1.28... 79 CIBC K 12:27:17 T 1.30 -0.01 200 85 Scotia 80 National Bank K 12:27:17 T 1.30 -0.01 400 85 Scotia 1 Anonymous K 12:27:17 T 1.30 -0.01 300 85 Scotia 79 CIBC K 12:26:30 T 1.28 -0.02 2,140,900 7 TD Sec 7 TD Sec W 12:26:30 T 1.29 -0.02 200 80 National Bank 7 TD Sec K 12:26:30 T 1.29 -0.02 300 79 CIBC 7 TD Sec K 12:26:30 T 1.29 -0.02 600 9 BMO Nesbitt 7 TD Sec K 12:21:33 T 1.30 -0.01 1,400 2 RBC 1 Anonymous
  22. Great to see Polar buying into the common of Dundee - over 10% now. They are very good investors... State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities. Class A Subordinate Voting Shares (“Shares”) of Dundee Corporation (the “Issuer”), 1 Adelaide Street East, 21st Floor, Toronto, ON, M5C 2V9. State the name and address of the eligible institutional investor. Polar Asset Management Partners Inc. (“Polar”) 401 Bay Street, Suite 1900 Toronto, Ontario As at September 30, 2018, Polar, on behalf of client accounts over which it has discretionary trading authority, exercised control or direction over 5,997,090 Shares of the Issuer, representing approximately 10.34% of the issued and outstanding Shares.
  23. Strong results & outlook from Dundee Precious Metals (worth about $2.20 per DC.A share at current prices) ... DUNDEE PRECIOUS METALS ANNOUNCES 2018 THIRD QUARTER RESULTS AND UPDATED 2018 GUIDANCE Metals production - Achieved gold production of 49,644 ounces and copper production of 10.3 million pounds in the quarter. 2018 production guidance increased to reflect strong year-to-date production; Smelter - Achieved record quarterly production of 68,431 tonnes. 2018 guidance updated to reflect strong year-to-date and planned fourth quarter performance; Near term growth opportunities - Krumovgrad 82% complete and under budget, hot commissioning to commence in the fourth quarter, as planned, with first gold production expected in the first quarter of 2019; Exploration success - Updated Mineral Resource estimate for the Timok gold project in Serbia and commenced scoping study; Cash flow - Generated $34.5 million in cash flow from operating activities and $25.1 million in free cash flow(1); Financial position - Ended the third quarter of 2018 with approximately $255 million of cash resources, including long-term revolving credit facility.
  24. Union Group Energy sold to Polaris & closing of ICC to Aurora coming this quarter... ICC Labs shareholders approve takeover by Aurora 2018-11-06 10:43 ET - News Release Shares issued 137,600,910 ICC Close 2018-11-05 C$ 1.79 Also News Release (C:ACB) Aurora Cannabis Inc Mr. Alejandro Antalich of ICC reports ICC LABS ANNOUNCES SHAREHOLDER APPROVAL OF ARRANGEMENT WITH AURORA CANNABIS At the special meeting of shareholders of ICC Labs Inc. held today, ICC shareholders overwhelmingly voted in favour of a special resolution to approve the previously announced plan of arrangement between ICC and Aurora Cannabis Inc. Subject to the terms and conditions of an arrangement agreement between ICC and Aurora dated Sept. 8, 2018, Aurora will acquire all of the issued and outstanding common shares of ICC. Obtaining approval from ICC shareholders is one of the conditions to completing the arrangement. The arrangement resolution required approval by at least two-thirds of the votes cast by ICC shareholders present in person or represented by proxy at the meeting. The arrangement resolution was approved by approximately 98.74 per cent of the votes cast by all of the ICC shareholders eligible to vote at the meeting. It is expected that ICC will apply for a final order of the Supreme Court of British Columbia on Nov. 8, 2018. Completion of the arrangement remains subject to other customary closing conditions, including the aforementioned court order and the receipt of certain Uruguayan regulatory approvals. Assuming that the conditions to closing are satisfied or waived, it is expected that the arrangement will be completed in the fourth quarter of 2018. Further information about the arrangement is set forth in the materials prepared by ICC in respect of the meeting which were mailed to shareholders of ICC and filed under ICC's profile on SEDAR.
  25. The clean up of Union Group continues. The sale of all of subsidiary Union Energy Group to Polaris.... https://www.newswire.ca/news-releases/polaris-infrastructure-acquires-union-energy-group-corp-699097351.html The material terms of the UEG acquisition are as follows: Polaris Infrastructure to acquire 100% of the shares of UEG; Purchase consideration consists of: At Closing: 600,000 common shares of the Company ("Shares") (equal to approximately 3.7% of proforma Shares outstanding); Over the two-year period post-closing: 300,000 warrants exercisable at a 20% premium to the closing Share price; Upon the completion of construction of the Generación Andina projects: 600,000 Shares and $396,000 in cash; Fundamental restructuring of existing Generación Andina project debt (refer to Financial Restructuring section below; and In exchange, the Company agrees to invest necessary capital to bring the Generación Andina projects to completion and will receive a 15% annual "preferred" return with respect to project-level cash flows.
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