Company Update and Directorate Changes
March 17 2009 - 1:52PM
UK Regulatory
TIDMICMI
RNS Number : 0161P
International Consolidated Min. Inc
17 March 2009
17 March 2009
INTERNATIONAL CONSOLIDATED MINERALS INC.
("ICMI" or the "Company")
Update re Operational Review & Financial Position
and
Directorate Changes
International Consolidated Minerals Inc. (AIM & BVL: ICMI), the South American
focused mineral exploration and development company, announces that it has
recently conducted a review of its planned operations and financing requirements
in the context of the continuing adverse and uncertain global macro-economic
environment and generally weak commodity prices.
As a result of this review process and in order to preserve the Company's
limited cash resources, production at ICMI's Pachapaqui Mine project has been
suspended and the mine placed on a care and maintenance basis until further
notice as part of a wider cost reduction programme throughout the group. The
Company will continue with only limited activities in order to comply with its
concession obligations.
As stated in the interim results announcement of 30 September 2008, the
directors have been exploring a number of opportunities for raising additional
financing to fund the Company's operations and growth, including searching for a
suitable long term strategic partner to bring in, or assist in bringing in, the
necessary financial and technical resources. On 10 November 2008, the Company
announced the commitment of a $6 million tranche of up to a proposed $15 million
debt facility, in the form of secured loan notes (the "Notes") due in November
2009. To date, the balance of $9 million remains uncommitted. The net proceeds
of the initial $6 million Note issue have in part been utilised for upgrading
the production capacity of the Pachapaqui Mine from 300 tonnes per day ("tpd")
to 500 tpd with the remainder being applied for general working capital
purposes. As a result of the ongoing cost reduction measures, the Board believes
that the Company currently has sufficient cash resources to satisfy its ongoing
working capital requirements for at least the next three (3) months whilst
additional financing is sought.
The Company has 3,563,720 'FOR AND REDEEM' shares in issue which are subject to
deferred redemption rights and are entitled to a coupon of 10 per cent. per
annum and a redemption value of US$8.00 each due as of 13 March 2009. On 10
November 2008, the Company announced that holders of 2,063,528 of these shares
had agreed to extend the redemption date from 13 March 2009 to 7 November 2009,
on the basis they receive an increased coupon of 32 per cent. per annum on the
value of the shares for the period of the extension i.e. from 14 March 2009 to 7
November 2009 or, if earlier, redemption (the "Extended Shares"). The Notes and
the Extended Shares are secured over all of the assets of the Company.
Accordingly, the group currently has, in aggregate, secured liabilities of
approximately $40.2 million inclusive of both accrued interest and the $1.2m put
liability in respect of the warrants attached to the Notes in issue.
The Company is currently in negotiations with the holders of the remaining
1,500,192 'FOR AND REDEEM' shares to extend and / or restructure. In the
meantime, interest continues to accrue on their aggregate redemption value at a
rate of 10 per cent. per annum. The holders of these shares are now entitled to
serve notice of redemption on the Company. If the Company fails to redeem any
shares which are the subject of a redemption notice, the overdue redemption
amount and accrued interest thereon will rank as an unsecured creditor of the
Company. Accordingly, the group currently has, in aggregate, unsecured
liabilities of approximately $18.1 million inclusive of accrued interest and
trade / other creditors.
The directors are currently pursuing and evaluating a number of short, medium
and longer term debt and/or equity funding solutions for the Company in order to
strengthen its financial position and secure its future survival. In this
regard, discussions are ongoing with several potential industry partners and
third party finance providers. In addition, the Board is engaged in active
discussions with the aforementioned holders of the Notes, the Extended Shares
and the 1,500,192 'FOR AND REDEEM' shares with respect to a potential exchange
of their debt, in whole or in part, for new equity and / or long term
instruments in the Company. There is no certainty that the current initiatives
will be successful and further announcements, regarding the outcome of these
ongoing financing discussions and the potential debt for equity restructuring,
will be made as and when appropriate.
As part of the operational review, the following changes to the Board of the
Company have been implemented with immediate effect:
· Mr Daniel Small (aged 39) has been appointed as a Non-executive Director. Mr
Small is currently Managing Director and Head of Asset Based Financings at
Platinum Management (NY) LLC ("Platinum") in New York. Previous roles have
included appointments as a senior analyst for the hedge fund manager, Glenview
Capital Management, and a director of the strategic risk group at Merrill Lynch.
Mr Small holds a B.S.E. in Finance, Accounting and Political Science from The
Wharton School, University of Pennsylvania. Platinum is the investment manager
for Platinum Partners Value Arbitrage Fund, L.P., an existing significant
shareholder in the Company, which is interested in 3,723,823 ordinary shares of
US$0.001 each representing approximately 9.80 per cent of the Company's issued
ordinary share capital, of which 2,063,538 are 'FOR AND REDEEM' shares. Platinum
is also the Company's largest creditor.
· Greg Smith has stepped down from his role as Chief Executive Officer, but
remains as a non-executive director and Chairman.
· Jesse Rodriguez has assumed the role of interim Chief Executive Officer.
· Marvin Pelley has stepped down from his role as President and Chief Operating
Officer, but continues to serve on the board as a non-executive director.
· Alfonso Brazzini, Howard Crosby and Luis Carlos Rodrigo Prado have stepped
down from the board to pursue other interests.
The Company has initiated a search for a permanent Chief Executive Officer with
strong mining, project management and technical experience.
There is no further information required to be disclosed in accordance with
Schedule Two paragraph (g) of the AIM Rules for Companies in relation to the
appointment of Mr Small.
As a further part of the operational review, the Company has reduced the number
of its retained advisers such that Numis Securities Limited has resigned by
mutual agreement as joint broker to the Company. Fox-Davies Capital Limited
continues as the Company's sole Broker with Strand Partners Limited acting as
the Company's Nominated Adviser.
Mr Jesse Rodriguez, interim Chief Executive Officer, commented:
"In light of the current challenging and uncertain global economic environment
and adverse financial markets, the Board has taken the difficult but necessary
decision to suspend operations at the Company's Pachapaqui Mine and has deferred
decisions on further project development and investment until further notice.
With these measures, the Board intends to reduce the group's capital and
operational expenditures in an effort to preserve the Company's limited existing
cash resources whilst the Board seeks to secure additional financing. We
continue to believe in the Pachapaqui Mine's excellent long term development
potential.
We are very pleased to welcome Daniel to the Board as a Non-executive Director
and believe that he will be a great asset to the Company. On behalf of the
Board, I would like to thank Alfonso, Howard and Luis for all their support and
assistance and wish them well in their future endeavours."
Enquiries:
+---------------------------+------------------------+----------------------+
| International Consolidated Minerals |
+---------------------------------------------------------------------------+
| Jesse Rodriguez | Chief Executive | Tel: +1 305 455 3980 |
| | Officer | |
+---------------------------+------------------------+----------------------+
| Pawan Sharma | Executive Vice | Tel: +44 (0)20 7766 |
| | President - Corporate | 0085 |
| | Affairs | |
+---------------------------+------------------------+----------------------+
| Strand Partners Limited (Nominated Adviser) |
+---------------------------------------------------------------------------+
| Simon Raggett | | Tel: +44 (0)20 7409 |
| | | 3494 |
+---------------------------+------------------------+----------------------+
| Matthew Chandler | | Tel: +44 (0)20 7409 |
| | | 3494 |
+---------------------------+------------------------+----------------------+
| Fox-Davies Capital Limited (Broker, London) |
+---------------------------------------------------------------------------+
| Daniel Fox-Davies | | Tel: +44 (0)20 7936 |
| | | 5203 |
+---------------------------+------------------------+----------------------+
| David Poraj-Wilczynski | | Tel: +44 (0)20 7936 |
| | | 5226 |
+---------------------------+------------------------+----------------------+
| Credibolsa (Broker, Lima) |
+---------------------------------------------------------------------------+
| Jorge Monsante | | Tel: +511 313 2922 |
+---------------------------+------------------------+----------------------+
| Pelham (Public Relations) |
+---------------------------------------------------------------------------+
| Charles Vivian | | Tel: +44 (0)20 7337 |
| | | 1538 |
+---------------------------+------------------------+----------------------+
| Klara Kaczmarek | | Tel: +44 (0)20 7337 |
| | | 1524 |
+---------------------------+------------------------+----------------------+
Additional information on International Consolidated Minerals Inc.
International Consolidated Minerals Inc. (AIM & BVL: ICMI) was formed in 2005 to
pursue mineral exploration, development and production with its initial
attention in Latin America. ICMI's strategy is to focus on high-quality mining
assets at an advanced stage of development. In early 2006, ICMI acquired the
Pachapaqui mining property in central Peru which contains appreciable high grade
zinc, lead, copper, silver and gold mineral reserves and resources. The property
consists of 32 mining concessions of 2,105 hectares and one beneficiation
concession of 65 hectares on which is located mining infrastructure and
equipment, hydro-electrical generating stations, offices and accommodations, and
concentrating plant facilities. In 2007, while conducting upgrades of the
facilities, ICMI embarked on a drilling and exploration geology programme,
initially in one area on the Pachapaqui property, from which the Company has had
tremendous success in locating, and is confident of proving up significant
additional mineral reserves and resources. The Company commenced production in
2008. Further information is available from the Company's website at:
http://www.icmi-inc.com.
- END -
This information is provided by RNS
The company news service from the London Stock Exchange
END
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