Message #26 From:
NewsBot Date: February 23, 2007 01:30:00 PM
AGT News Apollo Gold Announces Private Placement of U.S.$8,580,000 of Convertible Debentures and Warrants
DENVER--(BUSINESS WIRE)--Apollo Gold Corporation (“Apollo Gold”) (AMEX: AGT) (TSX: APG) announced that it has completed a private placement with institutional investors of U.S.$8,580,000 aggregate principal amount of convertible debentures. Interest on the convertible debentures will accrue at a rate of 12% per year for the first year following the closing and 18% for the second year and will be payable in cash on the first anniversary of the closing date and on the maturity date. The convertible debentures will have a term of two years from the date of the closing of the placement. At maturity, the holder will have the option to receive repayment of the convertible debentures in full, with interest, or to convert to common shares at a price of U.S.$0.50 per share. The initial conversion price of the convertible debentures is U.S.$0.50 per common share and the initial conversion rate is 2,000 common shares per U.S.$1,000 principal amount of the convertible debentures, subject to adjustment upon the occurrence of stock splits, stock combinations and similar events.
Apollo Gold will have the option to force conversion of the convertible debentures under the following circumstances: (1) at any time after September 24, 2007 and prior to the maturity date if the 20-day weighted average trading price of Apollo Gold’s common shares equals or exceeds U.S.$0.90 (if Apollo Gold forces conversion in this circumstance prior to the first anniversary of the issuance of the convertible debentures, Apollo Gold will be required to pay a total of twelve months of interest payments or the remaining interest outstanding (whichever is smaller) after which no further payments will be required; if Apollo Gold forces conversion after the one year anniversary, there will be no additional payment beyond the normal course interest amount outstanding) and (2) in the event of a change of control of Apollo Gold.
Each U.S.$1,000 principal amount of convertible debentures includes 2,000 common share purchase warrants, where each such warrant entitles the holder thereof to purchase one common share at an exercise price of U.S.$0.50 (subject to adjustment) for a period of 24 months following the closing of the placement. The convertible debentures and related warrants were sold in reliance on the exemption from registration contained in Regulations S and D of the U.S. Securities Act of 1933, as amended. In connection with the private placement, Apollo Gold agreed to register the resale of the common shares issuable upon conversion of the convertible debentures and exercise of the warrants with the U.S. Securities and Exchange Commission.
Regent Securities Capital Corporation and Shoreline Pacific, LLC served as the placement agents for the issuance and sale of the convertible debentures and related warrants.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Apollo Gold Corporation
Apollo is a gold mining and exploration Company with a mine in Montana, the Black Fox advanced stage development project in Ontario, Canada, and the Huizopa Project, an early stage exploration project in the Sierra Madres in Chihuahua, Mexico.
