Golden Predator arranges USD $35,000,000 Loan Facility with RK Mine Finance; Closes Brewery Creek Acquisition

Sep 27, 2012, 09:00 ET from Golden Predator Corp.


VANCOUVER, Sept. 27, 2012 /PRNewswire/ - Golden Predator Corp. (TSX:GPD) (the "Company") is pleased to announce that it has executed definitive agreements with MF Investment Holding Company 1 (Cayman) Limited ("MF Investment"), part of the Red Kite group, for a senior secured loan facility in the principle amount of USD $35,000,000 (the "Loan"). The Loan proceeds will be utilized to develop the Brewery Creek project and complete the Brewery Creek acquisition.

"We are pleased that Red Kite has appreciated the opportunities presented by our Brewery Creek project. This financing consolidates our interest in the project and ensures Brewery Creek moves forward as planned," said William M. Sheriff, Chairman and CEO.  We look forward to Brewery Creek advancing towards becoming the Yukon's next gold producer in 2014."

USD $35,000,000 Loan Facility
The Loan will be provided through three advances, the first advance of USD $10,000,000 having been provided on September 25, 2012 and two subsequent advances of USD $10,000,000 and USD $15,000,000, respectively, being made on completion of certain specified conditions including delivery of an acceptable pre-feasibility study and receipt of any required permit amendments for the Brewery Creek Project.

The first $10,000,000 of the Loan matures on July 1, 2015, the next $15,000,000 on March 31, 2016 and the final $10,000,000 matures on December 31, 2016.  The Loan bears interest payable at LIBOR plus 8% per annum, subject to a minimum interest rate of 10%.  As a condition to the second advance of the Loan, the Company has agreed to enter into an offtake agreement under which it will sell to MF Investment the first 500,000 ounces of gold produced from the Brewery Creek Project at a discount of 1.5% to the spot price.

Of the initial advance, CAD $3,205,000 was used to complete the acquisition by Golden Predator of the Brewery Creek Project from Alexco Resource Corp. ("Alexco") as more particularly described below, with the balance of the net proceeds of the Loan will be used exclusively to fund the working capital requirements of the Company related to or arising in connection with the exploration and development of the Brewery Creek Project.

Brewery Creek Purchase
The Company has closed the previously disclosed transactions contemplated under the purchase agreement dated February 14, 2012 among Alexco, the Company and Golden Predator Canada Corp. (the "Purchase Agreement").   The Company now owns a 100% interest in the Brewery Creek Project, subject to a 2% net smelter royalty ("NSR") in favour of Alexco on the first 600,000 ounces of gold produced from the Brewery Creek Project, following which the NSR will increase to 2.75%. The Company has the right to repurchase 0.625% of the increased NSR for CAD $2,000,000 (which, if so acquired, would result in a 2.125% NSR on gold to Alexco).

In exchange for a 100% interest in the Brewery Creek Project and in addition to the NSR, the Company paid to Alexco CAD $3,205,000, representing the cash consideration to be paid under the Purchase Agreement (CAD $4,000,000) less the amount of the reclamation bond that had been posted by Alexco with the Yukon government (CAD $795,000) and issued to Alexco 7,500,000 common shares and 3,750,000 share purchase warrants of the Company (the "Warrants"), each Warrant entitling Alexco to purchase one additional common share of the Company at a price of CAD $1.15 for a period of two years from closing.

About Golden Predator
Golden Predator Corp., Yukon's Gold Company, is mandated to become a mid-tier gold producer. Golden Predator's road-accessible advanced properties include its flagship Brewery Creek Project as well as its Grew Creek and Clear Creek Projects. Golden Predator is committed to moving aggressively to a near term production decision while expanding the existing NI 43-101-compliant resource at Brewery Creek.

Golden Predator has one of the largest controlled land positions in the Yukon, with exploration holdings in excess of 1.0 million acres, and is committed to strong relationships with First Nations and communities. Golden Predator's highly skilled management and technical teams continue to lead quality exploration programs in the underexplored regions of the Yukon, focused on advancing new discoveries and leaving a positive legacy.

About RK Mine Finance
RK Mine Finance provides mining companies with project financing and metal off-take agreements for initiation or expansion of mine production and is part of the Red Kite group.  Red Kite operates across the global metals industry from offices in Bermuda, Denver, Hong Kong, London, New York, Shanghai and Sydney.  Investors in Red Kite funds include college endowments, foundations, family offices, pensions and other institutional investors.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.  This press release contains projections and forward-looking information that involve various risks and uncertainties regarding future events.  Such forward-looking information can include, without limitation, statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance.  There are numerous risks and uncertainties that could cause actual results and Golden Predator's plans and objectives to differ materially from those expressed in the forward-looking information.  Actual results and future events could differ materially from those anticipated in such information.  These and all subsequent written and oral forward looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice.  Except as required by law, the Golden Predator assumes no obligation to update forward-looking information should circumstances or management's estimates or opinions change.

SOURCE Golden Predator Corp.