Attached files
| file | filename |
|---|---|
| 8-K - APOLLO GOLD CORP | v170399_8k.htm |
| EX-10.2 - APOLLO GOLD CORP | v170399_ex10-2.htm |
EXHIBIT
10.1
30
December 2009
Apollo
Gold Corporation
5655 S.
Yosemite Street, Suite 200
Greenwood
Village
Colorado 80111-3220
UNITED
STATES OF AMERICA
Attention: R.
David Russell
Dear
Sirs
Deferral
of Scheduled Repayments due 30 Sept 2009, 31 Dec 2009 and funding of the Debt
Service Reserve Account – Consent
We refer
to our Deferral Consent dated 28 September 2009, recent discussions with APG
management and continued Technical Review of the Project. Unless
otherwise defined in this letter, capitalized terms used but not defined herein
shall have the meanings assigned to them in the Project Facility Agreement dated
20 February 2009 between Apollo Gold Corporation (“APG”), RMB
Australia Holdings Limited, Macquarie Bank Limited (“Financiers”)
and RMB Resources Inc. (“Agent”),
as amended, modified or restated (“Project Facility
Agreement”).
The
Financiers and APG agree to:
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(i)
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Complete
the Technical Review of the Project to the Financiers satisfaction
including: a) finalization of the new resource model; b)
determination of appropriate cut-off grades for the open pit and
underground resources; c) optimization of Phase 1 open pit and underground
mine planning; and d) a new life-of-mine-plan and cash flow model;
and
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(ii)
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Defer
the 30 September 2009 and 31 December 2009 Repayment Date and the
requirement to fund the Debt Service Reserve Account until the earlier of
(i) the completion of the Technical Review and (ii) 28 February
2010.
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This
letter is a Transaction Document for the purpose of the Project Facility
Agreement. The terms of the consent can be accepted on or before 5pm
(Sydney time) 31 December 2009 by APG returning a signed copy of this letter to
the Agent. Except as expressly set out in this letter, nothing in
this letter constitutes a waiver of the Financiers’ rights under the terms of
the Transaction Documents and the Financier’s otherwise reserve all of their
rights under the Transaction Documents.
Yours
faithfully
RMB
Resources Inc.
1
Signed
for
RMB
Resources Inc.
by its
authorized officer
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sign
here
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/s/ Richard A. Winters
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Authorized
Officer
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Print
name
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Richard A. Winters
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Print
Title
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President
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2
Consent
and instruction by the Financiers
Each of
the Financiers, Being RMB Australia Holdings Limited and Macquarie Bank Limited,
gives its consent to, and instructs, RMB Resources Inc. (as Agent) to execute
this letter.
Signed
by
RMB
Australia Holdings Limited
by:
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sign
here
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/s/ M L Schonfeld
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Authorized
Officer
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Print
name
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M L Schonfeld
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Print
Title
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Director
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Signed
for
Macquarie
Bank Limited
By its
Attorneys
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sign
here
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/s/ Katie Choi
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sign
here
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/s/ Julia Mathison
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print
name
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Katie Choi
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print
name
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Julia Mathison
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In
the presence of
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In
the presence of
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sign
here
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/s/ James K.C. Leung
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sign
here
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/s/ Nshaat Murgaie
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print
name
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James K.C. Leung
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print
name
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Nshaat
Murgaie
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3
Acceptance
by the Borrower
The
Borrower accepts the Agent’s consent for a deferral of the 30 September 2009 and
31 December 2009 Scheduled Repayments and funding of the Debt Service Reserve
Account on the terms and conditions specified in this letter and acknowledges
that each of the Agent and Financiers has executed this letter in reliance on
the Borrower agreeing the above.
Signed
for
Apollo
Gold Corporation
By its
Authorized Signatory:
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sign
here
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Print
name
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Print
title
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4