Business
Giyani Gold Corp. Signs Binding LOI with Horizon Enerji and Sumo Coal
OAKVILLE, ON , Aug. 15, 2014 /CNW/ - Giyani Gold Corp. (TSXV: WDG, JSE: GIY) ( "Giya...
About this update from Giyani Metals Corp
[{"type":"text","content":"\n\nOAKVILLE, ON, Aug. 15, 2014 /CNW/ - Giyani Gold Corp. (TSXV: WDG, JSE: GIY) (\"Giyani\") is pleased to announce that it has entered into a binding letter of intent agreement (the \"Agreement\") with the shareholders of Horizon Enerji A.Ş. (\"Horizon\") and Sumo Coal (Pty) Ltd. (\"Sumo\") which outlines the general terms and conditions of a proposed transaction pursuant to which Giyani would acquire all the issued and outstanding securities of Horizon and Sumo by means of a business combination or other form of transaction (the \"Transaction\"). \n\nUpon completion of the Transaction Giyani will hold a 100% interest in Horizon's Ceyhan Project, a fully permitted crude oil storage and dry bulk cargo port development project in Turkey, and a 100% interest in Sumo, a cash-flow generating coal operator in South Africa. As consideration, it is expected that common shares in the capital of Giyani will be issued to the shareholders of Horizon and Sumo.\n\nThe Transaction and the terms outlined in the Agreement are subject to a number of conditions, including the parties executing a definitive agreement by September 19, 2014 (or such later date as the parties may agree), completion of due diligence investigations to the satisfaction of each of the parties, Giyani obtaining the required financing, acceptance of the Transaction by the TSX Venture Exchange (the \"TSXV\"), no material adverse change and receipt of all necessary regulatory and shareholder approvals.  If all conditions are satisfied, it is expected that the Transaction would close on or about October 30, 2014. There can be no assurance that the Transaction will be completed as proposed or at all.\n\nIn connection with the Transaction, it is contemplated that a debt and/or equity financing of up to US$25M will be undertaken by Giyani, with a minimum of US$15M of this financing closing concurrently with the Transaction with the balance of such funds to be raised in due course following the completion of the Transaction.  In addition, it is contemplated that the common shares of Giyani will be consolidated on a basis to be determined by the parties. \n\nThe Transaction is expected to be structured as a Reverse Takeover (\"RTO\") pursuant to Policy 5.2 - Change of Business and Reverse Takeovers of the TSXV. The legal structure for the Transaction will be ...