Mountain Province Diamonds Update on Special Meeting Business
TORONTO and NEW YORK, Nov. 21, 2022 – Mountain Province Diamonds Inc. (“Mountain Province” or the “Company”) (TSX: MPVD) (OTC: MPVD) today announces that it has issued an amendment to its management information circular dated October 28, 2022 (the “Circular”) relating to the special meeting of shareholders scheduled for December 1, 2022 (the “Special Meeting”). In order to give shareholders additional time to review and consider the amended Circular, the Company intends to adjourn the Special Meeting until December 12, 2022 at 10:00 a.m. Eastern Time.
As disclosed in the Company’s press release of October 27, 2022, at the Special Meeting the Company will seek approval for a refinancing transaction involving the issuance of approximately US$195.9 million aggregate principal amount of new senior secured second lien loan notes (the “New Loan Notes”) to refinance approximately US$190.0 million of the Company’s existing 8.000% Senior Secured Second Lien Notes due 2022 (the “Existing Notes”).
The amended Circular was issued to inform shareholders that in connection with the proposed transaction, the interest rate on the Junior Credit Facility (as defined in the Circular) from December 15, 2022 required clarification. Mountain Province clarifies its agreement in connection with the issuance of the New Loan Notes that the Junior Credit Facility approved by the shareholders on February 28, 2022 would have an effective interest rate of 14% per annum after December 15, 2022, being a 2% premium over the minimum total yield of 12% guaranteed under the New Loan Notes.
Due to the fact that the New Loan Notes are being issued at a discount to par and also contain a true up mechanism, their effective interest rate is 12%. Applying a true-up mechanism and the coupon rate to the Junior Credit Facility, and maintaining the 2% interest rate premium contemplated for the subordinated Junior Credit Facility debt, results in the effective interest rate of 14%.
The lender under the Junior Credit Facility is an entity ultimately beneficially owned by Dermot Desmond. In addition, investors in the New Loan Notes include entities ultimately beneficially owned by Mr. Desmond. Due to the participation of entities ultimately beneficially owned by Mr. Desmond, the proposed transaction is subject to the approval of the Toronto Stock Exchange (the “TSX”) and the approval of the Company’s disinterested shareholders in accordance with Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions and the rules of the TSX. The proposed transaction also remains subject to the execution of definitive documentation and the approvals described above. There can be no assurance that the Proposed Transaction will be completed on the terms described herein or at all.
The Board of Directors of the Company has fixed 10:00 a.m. Eastern Time on November 29, 2022, or no later than 48 hours before the time of any adjourned Meeting (excluding Saturdays, Sundays and holidays), as the time before which proxies to be used or acted upon at the Meeting or any adjournment thereof shall be deposited with the Company’s transfer agent. Given the Adjournment proposed above, it is anticipated that the time for proxies to be delivered for use or action upon at the adjourned meeting will be 10:00 a.m. Eastern Time on December 8, 2022.
The Circular can be accessed via the Company’s SEDAR page at www.sedar.com.
About Mountain Province Diamonds Inc.
Mountain Province Diamonds is a 49% participant with De Beers Canada in the Gahcho Kué diamond mine located in Canada’s Northwest Territories. The Gahcho Kué Joint Venture property consists of several kimberlites that are actively being mined, developed, and explored for future development. The Company also controls 107,373 hectares of highly prospective mineral claims and leases surrounding the Gahcho Kué Mine that include an Indicated mineral resource for the Kelvin kimberlite and Inferred mineral resources for the Faraday kimberlites. Kelvin is estimated to contain 13.62 million carats (Mct) in 8.50 million tonnes (Mt) at a grade of 1.60 carats/tonne and value of US$63/carat. Faraday 2 is estimated to contain 5.45Mct in 2.07Mt at a grade of 2.63 carats/tonne and value of US$140/ct. Faraday 1-3 is estimated to contain 1.90Mct in 1.87Mt at a grade of 1.04 carats/tonne and value of US$75/carat. All resource estimations are based on a 1mm diamond size bottom cut-off.
For further information on Mountain Province Diamonds and to receive news releases by email, visit the Company’s website at www.mountainprovince.com.