SGR saga is almost overhttps://mnpdebt.ca/en/corporate-insolvency/corporate-engagements/pages/details.aspx?title=san-gold-corporation
AFFIDAVIT OF GREG GIBSON
SALE APPROVAL AND VESTING
SWORN JUNE 16 2015
DATE OF HEARING: FRIDAY, JUNE 19,2015 AT 9:00A.M. BEFORE THE HONOURABLE MR. JUSTICE EDMOND
4. Accordingly, San Gold has entered into a certain Asset Purchase Agreement (the "APA") with 7097914 Manitoba Ltd. (the "Purchaser"), as nominee of the Lenders, dated June 10, 2015 and proposes to proceed with the sale (the "Transaction") of assets (the "Purchased Assets") to the Purchaser contemplated by the APA to now close June 19, 2015 (the "Closing Date").
6. The completion of the Transaction offers benefits to San Gold's stakeholders, including the following:
(a) continued provision of care and maintenance to the mine site, to manage environmental risks associated with the mining operations, ensure the care of idle plant and machinery, the continuation of safety considerations and emergency response plans, and in general to preserve the conditions at the mine site to as best as possible preserve the opportunity to resume mining operations in future as market and other conditions permit;
(b) assumption by the Purchaser of the Mine Closure Plan (the "Mine Closure Plan") described and defined in my January 16, 2015 Affidavit, and the continuation of the security arrangements therefor in favour of the Province of Manitoba ("Manitoba");
(c) the continued employment of approximately 24 employees; (d) the funding of certain accrued pre-filing and post-filing vacation pay obligations and outstanding pension contribution obligations;
(e) the assumption of certain equipment leases;
(f) the preservation of the Lenders' opportunity to in some manner recover the indebtedness owed to them, by means of future realization on the Purchased Assets or other benefit, when market and other conditions permit; and
(g) the orderly windup of the business of San Gold.
7. The Transaction is the culmination of the objectives of San Gold in commencing the proposal proceedings, to endeavour to optimize outcomes for the benefit of stakeholders of San Gold as best as possible by means of a sale or investment transaction, including a credit bid transaction in the event that no other or better sale or investment opportunity presented itself. 8. By reason of the outcome of the Amended SISP, there will be no opportunity to make a proposal to creditors of San Gold, and San Gold will become a bankrupt upon the expiration of the current extension period at the end of the day on June 22, 2015.
10. The relief requested herein is sought to accomplish the following key outcomes:
(a) title to the Purchased Assets will vest in the Purchaser free and clear of all encumbrances except "permitted encumbrances", which permitted encumbrances will include, among other things, the miscellaneous registrations and recordings made at the mines branches of Manitoba and Ontario in relation to miscellaneous mineral interests, claims and patents;
b) the purchase price will be paid by means of the Purchaser assuming all indebtedness of San Gold to the Note holder and the Dl P Lender, and for that reason the debenture security and court -ordered "DIP Lender" charges in favour of those parties will be assumed by the Purchaser and continued as permitted encumbrances as against the Purchased Assets;
(