Borrowdale Park, Coalspur's major shareholder, has confirmed to the Coalspur Board that it intends to vote the shares it directly or indirectly owns, controls or represents in favour of the Scheme; and has entered into a standstill agreement with KCE, pursuant to which it has agreed not to dispose of a parcel of Coalspur shares representing The Coalspur Board, Director and Borrowdale Park approvals, recommendations and commitments are granted in the absence of a superior proposal and, in the case of the Coalspur Board and Director approvals, recommendations and commitments, subject to the Independent Expert opining that the Scheme is in the best interests of Coalspur shareholders.
It is intended that the Scheme Booklet and proxy materials will be mailed out to shareholders in mid-March following the customary regulatory and court review and approval.
If the conditions to the Transaction are satisfied, including approval by Coalspur's shareholders and the court, the acquisition of the Company by KCE is expected to complete in early May In addition to executing the SIA, KCE has also executed a definitive agreement to purchase EIG's senior, secured debt at a discount to face value and warrants for consideration comprising a partial cash settlement together with future payments contingent on future coal prices.
Completion of that agreement is subject to limited conditions precedent and is not contingent upon completion of the Scheme. KCE has agreed in-principle terms with Borrowdale for the purchase of its sub-ordinated, secured debt which will be acquired for a royalty based on future production.
Resolution of those negotiations to the satisfaction of KCE is a condition precedent to completion of the Scheme. The SIA contains customary deal protection mechanisms such as no shop and no talk provisions, matching and notification rights in the event of a competing proposal and a mutual reimbursement fee payable by KCE or the Company in specified circumstances. Target Date s subject to change. As a result of entering into the SIA, Coalspur is expecting to recognise a non-cash impairment charge in its full year accounts.
The impairment charge is subject to finalisation of Coalspur's full year accounts, which are expected to be released before 30 March Coalspur is a coal development company with approximately 55, hectares of coal leases located within the Hinton region of Alberta, Canada.
Coalspur's flagship project is Vista, which covers approximately 10, hectares and provides a large scale, surface mineable, thermal coal development. Vista is located adjacent to CN Rail's main line, which is suitable for the transport of coal to deepwater ports on Canada's west coast.
Coalspur has secured a port allocation agreement with Ridley Terminals, which is essential to the logistics supply chain necessary to export coal from Vista to the growing thermal coal demand from countries in the Asia Pacific region. The Transaction is the outcome of the strategic review process announced by Coalspur on 23 June KCE is a Cline affiliate put in place in to acquire, develop and operate coal mines in international non-U.
Cline is a private coal company founded by Chris Cline. Its focus is on developing highly productive mining operations and it has a track record spanning 35 years.
Cline's subsidiaries and affiliates control over four billion tons of reserves in the Illinois coal basin and Canada. Protection under the Act prevents anyone from collecting debts owed for a set period of time so companies can restructure and seek compromises with creditors. The company had entered into a contract that required it to pay large sums if coal prices exceeded an agreed-upon threshold.
The closure, in February, resulted in the lay off of mine employees for approximately three months. The mine restarted operations in May, according to the Alberta Energy Regulator. Coalspur had reached the capacity of its tailings pond and sought approval of an expansion in the form of eight tailings cells with a volume of nearly 30 billion litres. Just two of the additional tailings cells were ultimately approved by the Alberta Energy Regulator, due to environmental concerns.
All attempts to contact Coalspur were unsuccessful. The company fared better in , more than tripling its revenue from coal sales, but still faced an operating loss , according to its unaudited financial statements.
Coalspur has had financial woes almost since its inception, according to documents submitted to the court. The regulator bases the security it collects using a formula as part of its Mine Financial Security Program. Yewchuk is not the first to point to concerns about the program. By March, both groups had withdrawn their statements of concern. The proposed expansion would have increased output by an average additional 4.
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Other shareholders are being encouraged to accept the offer. A list of 50 interested parties was pared to 10 before the KC Euroholdings proposal was identified as the best offer, Walchuck said. Information on the transaction will be mailed to shareholders by mid-March. A vote will be held at a meeting in April.
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