A very significant loan agreement by the company which is nondilutive to share count and should allow completion of the takeover of planned jewel projects
Given the past history of management, I would give 100% percent chance that the stated " The loan will bear interest at a rate of ten percent per annum and has a maturity date of July 31, 2020, unless the parties mutually agree to an extension." will be invoked many times. But otherwise looks like a proper move.
" (TSXV: FURA, OTC: FUGMF and FRA: BJ43), a gemstone mining and marketing company with emerald, ruby and sapphire assets in Colombia, Mozambique and Australia, respectively, is pleased to announce the execution of a loan agreement (the “Agreement”) with a private company (the “Lender”), pursuant to which the Lender has agreed to lend and the Company has agreed to borrow US$5.5 million (the “Principal Amount”). The loan will bear interest at a rate of ten percent per annum and has a maturity date of July 31, 2020, unless the parties mutually agree to an extension. The Principal Amount of the loan as well as accrued interest will be payable on the maturity date.
The proceeds of the loan are expected to be used for (i) the acquisition by Fura of 100% interests in each of ruby mining concession 8955C and ruby exploration licence 7414L and a 20% free carried and non-dilutive interest in ruby mining concession 8921C, each in the Montepuez district of Mozambique, (ii) the advancement of its Coscuez emerald project in Colombia and its ruby projects in Mozambique, and (iii) general corporate purposes.
The Lender is both a “related party” and a “control person” of the Company pursuant to Canadian securities laws. Entering into the Agreement is therefore considered to be a “related party transaction” under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”) but is exempted from the requirement to obtain a formal valuation pursuant to 5.5(b) and from the requirement to obtain minority approval pursuant to 5.7(1)(f) of MI 61-101, as the loan (i) is on reasonable commercial terms that are not less advantageous to the Company than if the loan was obtained from an arm’s length party, and (ii) is not convertible, directly or indirectly, into equity or voting securities of the Company or a subsidiary of the Company or repayable as to principal or interest, directly or indirectly, in equity or voting securities of the Company or a subsidiary of the Company. Minority shareholder approval for the Lender becoming a control person of Fura was previously obtained by Fura at its annual and special meeting of shareholders held on August 2, 2019. Please refer to the Company’s management information circular dated July 2, 2019 for more information. The Company did not file a material change report more than 21 days before the entering into of the Agreement as the terms of the Agreement were not settled until shortly prior to the entering into of the Agreement, and the Company wished to complete the loan on an expedited basis.