The Mission Group Regulatory News (TMG)

31 Mar 2005 09:07

Thistle Mining Inc.31 March 2005 THISTLE MINING INC. Extension of Stay, Increase in DIP Financing, Filing of CCAA Plan and Affected Creditors' Meetings Toronto, 30 March 2005. Thistle Mining Inc. (TSX: THT and AIM: TMG) As previously announced, Thistle Mining Inc. ("Thistle") obtained an order onJanuary 7, 2005 to commence Thistle's restructuring under the Companies'Creditors Arrangement Act ("CCAA"). Thistle announced today that the Ontario Superior Court of Justice granted anorder on March 30, 2005 which extended Thistle's stay period to June 30, 2005and increased the authorized maximum principal amount of itsdebtor-in-possession financing to Cdn.$27 million. Thistle also filed with the Court its proposed restructuring plan. The planprovides inter alia for: (i) Two classes of affected creditors: (a) Class One, being the Meridian Creditors, the holders of claims in respect of Thistle's senior secured indebtedness; and (b) Class Two, being the Noteholder Creditors, consisting of the holders of claims relating to notes issued by Thistle. (ii) The sale by Meridian Creditors to Thistle, or its security agent, of: (a) debt owing to Meridian Creditors by Thistle's subsidiaries totalling approximately US$54.2 million and interest thereon guaranteed by Thistle, and security therefor; and (b) debt owing to Meridian Creditors by a subsidiary of Thistle totalling approximately Cdn.$3.93 million and interest thereon. (iii) In consideration for such sale, the Meridian Creditors will receive from Thistle, in aggregate: (a) secured notes evidencing indebtedness of US$20 million; (b) secured notes evidencing indebtedness of Cdn.$3.93 million; and (c) 70% of Thistle's post-implementation equity. (iv) The compromise of all claims of Noteholder Creditors, totalling principal of US$24,850,000 and interest thereon, in consideration for which Noteholder Creditors will receive 25% of Thistle's post-implementation equity. (v) The consolidation of existing shares of Thistle such that existing shareholders will retain 5% of Thistle's post-implementation equity. (vi) The delivery by Thistle to Meridian Creditors of secured notes evidencing the debtor-in-possession financing which remains outstanding on implementation of the plan. (vii)Releases in favour of the directors and other parties from all claims, except that the releases in favour of directors exclude claims that: (a) relate to contractual rights of creditors; or (b) are based on allegations of misrepresentation or of wrongful or oppressive conduct. All Thistle's creditors, other than Meridian Creditors and Noteholder Creditors,are unaffected creditors under the plan. The plan provides that unaffectedcreditors will be paid in full by Thistle. The Court also granted an order on March 30, 2005 authorizing the Monitor,PricewaterhouseCoopers Inc., to call meetings of the Meridian Creditors andNoteholder Creditors to be held in Toronto on May 3, 2005 so that they mayconsider and vote on the plan. The Monitor will be forwarding meeting materials(including proxies and an information circular) to known affected creditors.Certain materials will also be available on the Monitor's following website:www.pwc.com/brs-thistlemining. For further information, contact Harvey McKenzie, Chief Financial Officer,1-416-594.3293. This information is provided by RNS The company news service from the London Stock Exchange