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EX-10.2 - RESTRUCTURING SUPPORT AGREEMENT - General Moly, Inc | gmo_ex102.htm |
EX-10.1 - DEBTOR-IN-POSSESSION CREDIT AGREEMENT - General Moly, Inc | gmo_ex101.htm |
8-K - CURRENT REPORT - General Moly, Inc | gmo_8k.htm |
Exhibit 99.1
General Moly Files Chapter 11 to Pursue Financial and Operational
Reorganization; Several Directors Resign Their Positions and
Interim CEO Named;
Toronto Stock Exchange Suspends Listing of Common Stock Pending
Delisting Review
LAKEWOOD, COLORADO, November 18, 2020 – General Moly,
Inc. (the “Company”) (TSX: GMO), the only
western-exchange listed, pure-play molybdenum mineral development
company, today announced that the Company and its U.S. subsidiaries
filed for voluntary protection under Chapter 11 (“Chapter
11”) of the U.S. Bankruptcy Code in the United States
Bankruptcy Court for the District of Colorado (the
“Bankruptcy Court”) to pursue a financial and
operational reorganization designed to allow the Company to reduce
its outstanding liabilities and strengthen its overall financial
position while best positioning the business for long-term success
under new ownership. In connection with the filing, the Company has
executed a Restructuring Support Agreement with creditors
representing more than two-thirds of its outstanding debt and other
parties in interest, which contemplates agreed-upon terms for a
pre-arranged financial restructuring plan.
To
enable the Company to continue operations during the reorganization
process, the Company received commitments for $1.4 million in
debtor-in-possession (“DIP”) financing, with funding
based on specified milestones. The DIP facility will be used to
fund working capital and general corporate requirements of the
Company (including ongoing operations, legal fees,
accounting/reporting costs and D&O insurance),
bankruptcy-related costs and expenses (including interest, fees,
and expenses), payments under the Chapter 11 plan of reorganization
and other amounts required in connection with the
reorganization.
In
conjunction with the Chapter 11 filing, the Company will file a
number of customary motions with the Bankruptcy Court. These
motions will allow the Company to continue to operate in the normal
course of business without interruption or disruption to its
relationships with its stakeholders. The Company expects to receive
Bankruptcy Court approval for these requests.
In
addition, the Company announced that Bruce D. Hansen, its Chief
Executive Officer and Chief Financial Officer and a director of the
Company, and directors Mark A. Lettes and Gary A. Loving have
resigned from their positions as directors of the Company,
effective upon the Chapter 11 filing. Thomas M. Kim of
r2
Advisors, LLC, the Company’s Chief Restructuring Officer, was
also named as Interim CEO, effective upon the Chapter 11 filing.
Mr. Hansen and Robert I. Pennington will be separated from their
positions as Chief Executive Officer/Chief Financial Officer and
Chief Operating Officer, respectively, of the Company, in each case
effective upon the Chapter 11 filing.
The
Company also received a letter from the Toronto Stock Exchange (the
“TSX”) on November 17, 2020, indicating that trading of
the Company’s common stock on the TSX had been suspended
pending a review of the eligibility for continued listing of the
Company’s common stock. The TSX’s Continued Listing
Committee will meet on November 26, 2020 to consider whether or not
to delist the Company’s common stock pursuant to the
TSX’s delisting criteria relating to insolvency or bankruptcy
proceedings (Section 708) and financial condition and/or operating
results (Sections 709 and 710(a)(i)).
The OTC
Pink Open Market also halted trading in the Company’s common
stock on November 17, 2020.
Additional Information
Court
filings and other documents related to the court-supervised process
are available at https://cases.stretto.com/generalmoly,
or by calling the Company’s claims agent, Stretto, at (855)
435-7795 (toll-free) or (949) 358-6802 (international) or by
sending an email to TeamGeneralMoly@stretto.com.
Markus
Williams Young & Hunsicker LLC is serving as legal advisor, XMS
Capital Partners, Headwall Partners and Odinbrook Global Advisors
are serving as financial advisors, and r2 Advisors LLC is
serving as restructuring advisor to the Company.
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About General Moly
General
Moly is a U.S.-based, molybdenum mineral exploration and
development company listed on the Toronto Stock Exchange under the
symbol GMO. The Company’s primary asset, an 80% interest in
the Mt. Hope Project located in central Nevada, is considered
one of the world’s largest and highest grade molybdenum
deposits. General Moly’s goal is to become the largest
primary molybdenum producer in the world.
Molybdenum
is a metallic element used primarily as an alloy agent in steel
manufacturing. When added to steel, molybdenum enhances steel
strength, resistance to corrosion and extreme temperature
performance. In the chemical and petrochemical industries,
molybdenum is used in catalysts, especially for cleaner burning
fuels by removing sulfur from liquid fuels, and in corrosion
inhibitors, high performance lubricants and polymers.
Contact:
Scott
Roswell
(303)
928-8591
info@generalmoly.com
Website:
www.generalmoly.com
Forward-Looking Statements
Statements
herein that are not historical facts are “forward-looking
statements” within the meaning of Section 27A of the
Securities Act, as amended and Section 21E of the Securities
Exchange Act of 1934, as amended and are intended to be covered by
the safe harbor created by such sections. Such
forward-looking statements involve a number of risks and
uncertainties that could cause actual results to differ materially
from those projected, anticipated, expected, or implied by the
Company. These risks and uncertainties include, but are not
limited to the Company’s ability to successfully complete a
reorganization process under Chapter 11, including: consummation of
the financial restructuring; potential adverse effects of the
Chapter 11 filing on the any additional strategies the Company may
employ to address its liquidity and capital resources; the
Company’s ability to obtain timely approval by the bankruptcy
court with respect to the motions filed in the Chapter 11 case;
objections to the Company’s financial restructuring, DIP
financing, or other pleadings filed that could protract the
reorganization process; employee attrition and the Company’s
ability to retain senior management and other key personnel due to
the distractions and uncertainties; the Company’s ability to
comply with the restrictions imposed by the terms and conditions of
the DIP financing and other financing arrangements; the
Company’s ability to maintain relationships with employees
and other third parties and regulatory authorities as a result of
the Chapter 11 filing; the effects of the Chapter 11 filing on the
Company and on the interests of various constituents, including
holders of the Company’s common stock; the bankruptcy
court’s rulings in the Chapter 11 case, including the
approvals of the terms and conditions of the financial
restructuring and the DIP financing, and the outcome of the Chapter
11 case generally; the length of time that the Company will operate
under Chapter 11 protection and the continued availability of
operating capital during the pendency of the Chapter 11 case; risks
associated with third party motions in the Chapter 11 case, which
may interfere with the Company’s ability to consummate the
financial and organizational restructuring or an alternative
restructuring; increased administrative and legal costs related to
the Chapter 11 process; potential delays in the Chapter 11 process
due to the effects of the COVID-19 virus; and other litigation and
inherent risks involved in a bankruptcy process. For a
detailed discussion of risks and other factors that may impact
these forward looking statements, please refer to the Risk Factors
and other discussion contained in the Company's previous quarterly
and annual periodic reports on Forms 10-Q and 10-K, on file with
the SEC. The Company undertakes no obligation to update
forward-looking statements.
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