Key points
- The lender is Spirit Resources SARL, whose beneficial owner is Jean Raymond Boulle, Diamond Fields’ major shareholder.
- The 8-per-cent unsecured term loan facility is for up to $1-million and will fund general corporate purposes.
- Diamond Fields must prepay the loan in full upon receiving proceeds from any debt, equity or other financing before the April 29, 2022 due date.
- The deal is a related-party transaction under MI 61-101, exempt from formal valuation and minority approval requirements, and was approved by the company’s independent directors.
Diamond Fields Resources Inc. has entered into a loan agreement with the company’s major shareholder, Spirit Resources SARL, whose beneficial owner is Jean Raymond Boulle.
The agreement is for an 8-per-cent unsecured term loan facility of up to $1-million, which will be used for general corporate purposes and shall be repayable in full on April 29, 2022.
Diamond Fields Resources shall prepay the loan upon receipt of the proceeds of any debt, equity or other financing that occurs prior to the final repayment date.
The entering into of the agreement is considered a related party transaction under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, due to the fact that the lender is the company’s major shareholder and a related party to the company. The transaction is exempt from the formal valuation and minority shareholder approval requirements under MI 61-101 (pursuant to subsections 5.5(b) and 5.7(f)) on the basis that the company is not listed on a specified market and the agreement constitutes a loan from a related party with no equity or voting component. The transaction was approved by the company’s independent directors and will have no effect on the percentage of securities of the company owned by the lender.
About Diamond Fields Resources Inc.
Diamond Fields Resources is a TSX Venture Exchange-listed exploration and mine development company with assets in Madagascar and Namibia. In Madagascar, Diamond Fields Resources is developing the Beravina project, an advanced high-grade hard-rock zircon exploration prospect located in the west of the country, approximately 220 kilometres east of the port of Maintirano and near a state road. Diamond Fields Resources acquired Beravina from Pala Investments and Austral Resources in 2016. In Namibia, the company owns several offshore diamond mining licences, including the ML 111 concession, which has a 10-year mining licence, effective until Dec. 4, 2025. In 2018 and early 2019, mining undertaken by a contractor on the company’s ML 111 licence area produced two parcels of rough diamonds totalling 47,318.41 carats.
