table of contents - kpmg · 1 1.0 introduction and purpose of monitor’s report 1.1 kpmg inc....
TRANSCRIPT
Table of Contents
INTRODUCTION AND PURPOSE OF MONITOR’S REPORT .................................................1
RESTRICTIONS ON THE USE OF THIS REPORT .....................................................................3
THE COMPANY’S RECENT CCAA COURT PROCEEDINGS .................................................4
INTERIM FINANCING RECEIVED TO DATE AND THE COMPANY’S EFFORTS TO SECURE SUFFICIENT FUNDING IN ORDER TO COMPLETE ITS PLANNED RESTRUCTURING ........................................................................................................................4
UPDATE REGARDING THE STATUS OF THE SETTLEMENT AGREEMENT ....................8
RECEIPTS AND DISBURSEMENTS FOR THE NINE-WEEK PERIOD ENDED NOVEMBER 16, 2012 ....................................................................................................................8
THE COMPANY’S UPDATED CASH FLOW FORECAST ......................................................10
UPDATE ON THE BUSINESS RESCUE PROCEEDINGS IN SOUTH AFRICA ....................12
UPDATE ON THE STATUS OF THE HOLLISTER OPERATIONS .........................................13
SALES AND INVESTOR SOLICITATION PROCESS - HOLLISTER .....................................14
THE RETENTION OF A CHIEF RESTRUCTURING OFFICER ..............................................14
OTHER RESTRUCTURING EFFORTS ......................................................................................15
THE MONITOR’S CONCLUDING OBSERVATIONS AND RECOMMENDATIONS ..........16
INDEX TO SCHEDULES
Schedule A – Cash Flow Forecast for the 13-Week Period Ending February 15, 2013
Schedule B – Draft engagement letter of Alvarez & Marsal
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1.0 INTRODUCTION AND PURPOSE OF MONITOR’S REPORT
1.1 KPMG Inc. ("KPMG" or the "Monitor") was appointed as Monitor pursuant to the order
of the Honourable Madam Justice Fitzpatrick on September 19, 2012 in respect of the
petition filed by Great Basin Gold Ltd. ("GBGL" or the "Company"), under the
Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended (the
"CCAA"). The proceedings brought by the Company under the CCAA will be referred
to herein as the "CCAA Proceedings" and the order granted by the Court on September
19, 2012 is hereinafter referred to as the "Initial Order".
1.2 On September 19, 2012, KPMG filed the Pre-Filing Report of the Proposed Monitor (the
“Monitor’s Pre-Filing Report”) which sets out certain of the Company’s background
information, its initial, CCAA-filed cash flow forecast (the “Cash Flow Forecast”), its
proposed interim financing arrangements and certain of its preliminary restructuring
efforts and plans.
1.3 On September 26, 2012, the Monitor filed its First Report to the Court which described
certain background information relating to the current financial difficulties experienced
by the Company, the Monitor’s assessment of the Cash Flow Forecast, information
regarding the Monitor’s regular monitoring of the Company, an overview of the
Company’s restructuring proceedings in South Africa and status of the Company’s efforts
to obtain interim financing (the “First Report”).
1.4 On October 2, 2012, the Monitor filed its Second Report to the Court which provided
information regarding the Company’s attempts to secure interim financing and the
urgency of its short term funding requirements, in light of the recent issues encountered
in securing such financing (the “Second Report”).
1.5 On October 15, 2012, the Monitor filed its Third Report to the Court which provided
information regarding the settlement agreement among the Company, the Approved DIP
Lenders and the Ad Hoc Group in respect of the Approved DIP Facility (the “Settlement
Agreement”), the activities of the Monitor, the Company’s key executive retention
program (the “KERP”) and the specifics of the interim financing received by the
Company to date (the “Third Report”).
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1.6 On November 5, 2012, the Monitor filed its Fourth Report to the Court which provided
information regarding the status of the Settlement Agreement and the Company’s
restructuring efforts, including the process underway to select a Chief Restructuring
Officer (“CRO”), (the “Fourth Report”).
1.7 The purpose of this report (the “Fifth Report”) is to provide this Honourable Court with
information regarding the following:
a) The Company’s recent Court proceedings under the CCAA;
b) Interim financing received by the Company to date and its efforts to secure
further financing as required for its restructuring;
c) The status of the Settlement Agreement;
d) The actual receipts and disbursements of GBGL (on a consolidated basis) for the
nine-week period ended November 16, 2012, compared to the same period of the
Cash Flow Forecast;
e) The Company’s updated cash flow forecast for the 13-weeks ending February 15,
2013 (the “Updated Cash flow Forecast”);
f) The ongoing Business Rescue proceedings in South Africa;
g) The status of the Company’s mining operations in Nevada, USA (the “Hollister
Operations”);
h) The status of the Company’s sales and investor solicitation process for Hollister
(the “SISP”), which is currently in the process of being finalized;
i) The status of the Company’s CRO appointment and its application to this
Honourable Court to approve the engagement of a new CEO and CFO; and
j) Other matters.
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1.8 The First Report, the Second Report, the Third Report and the Fourth Report are referred
to herein as the “Monitor’s Prior Reports”.
1.9 The Monitor’s Prior Reports and further information regarding these proceedings can be
found on the Monitor’s website at http://kpmg.ca/greatbasingold.
2.0 RESTRICTIONS ON THE USE OF THIS REPORT
2.1 In preparing this report, KPMG has necessarily relied upon unaudited financial and other
information supplied, and representations made, by certain senior management of GBGL
and that of its subsidiary companies ("Senior Management"). Although this information
has been subject to review, KPMG has not conducted an audit, nor otherwise attempted
to verify the accuracy or completeness of any of the information of GBGL or its
subsidiary and affiliate companies. Accordingly, unless otherwise stated, KPMG
expresses no opinion and does not provide any other form of assurance on the accuracy
of any such information, as provided by Senior Management and as contained in this
report, or as otherwise used to prepare this report.
2.2 Certain of the information referred to in this report consists of financial forecasts and/or
projections. An examination or review of financial forecasts and projections and
procedures, in accordance with standards set by the Canadian Institute of Chartered
Accountants, has not been performed. Future oriented financial information referred to in
this report was prepared by Senior Management based on Senior Management's estimates
and assumptions. Readers are cautioned that since financial forecasts and/or projections
are based upon assumptions about future events and conditions that are not ascertainable,
actual results will vary from the projections, and such variances could be material.
2.3 The information contained in this report is not intended to be relied upon by any
prospective purchaser or investor in any transaction with the Company.
2.4 Capitalized terms not otherwise defined in this report are used herein as defined in the
affidavit of Mr. Lourens Van Vuuren sworn September 19, 2012, which was filed with
the Company’s initial CCAA application, and the Monitor’s Prior Reports.
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2.5 References herein to the “GBG Group” are references to the consolidated group of
GBGL entities.
2.6 Unless otherwise stated, all monetary amounts contained in this report are expressed in
U.S. dollars.
3.0 THE COMPANY’S RECENT CCAA COURT PROCEEDINGS
3.1 An overview of all CCAA Court proceedings is provided in the Monitor’s Prior Reports.
3.2 On November 6, 2012, this Honourable Court granted an order extending the stay of
proceedings to November 16, 2012, which was intended to be a short extension in order
to allow the parties sufficient time to finalize the Settlement Agreement.
3.3 On November 16, 2012, this Honourable Court granted an order further extending the
stay of proceedings to December 11, 2012.
3.4 On November 20, 2012, this Honourable Court granted an order which provided a
mechanism to implement the Settlement Agreement (the “Settlement Implementation
Order”), the status of which is discussed further herein.
4.0 INTERIM FINANCING RECEIVED TO DATE AND THE COMPANY’S
EFFORTS TO SECURE SUFFICIENT FUNDING IN ORDER TO COMPLETE
ITS PLANNED RESTRUCTURING
Interim financing received to date
4.1 As of November 15, 2012, the Company had received three advances under the
Approved DIP Facility for a total of US$19.7 million. On November 16, 2012, the
Company requested and received a further advance of US$9.3 million (the “Fourth
Interim Advance”) in order to fund certain accrued critical vendor payments at Hollister,
fees and interest payable under the Approved DIP Facility, interest payments due under
the Existing Burnstone Credit Agreement and accrued professional fees. At the time of
the Fourth Interim Advance the Company remained in default in respect of numerous
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provisions of the Approved DIP Facility agreement. Accordingly, a further waiver letter
was obtained from the Approved DIP Lenders (as described herein).
4.2 The Company has, subject to any ongoing defaults under the Approved DIP Facility
agreement, approximately US$6.0 million in remaining availability under the Approved
DIP Facility (the maximum borrowings under which are currently US$35 million).
However, the Company’s needs through the coming 13 weeks (as set out in the Updated
Cash Flow Forecast – see Section 7 of this report) are estimated at approximately
US$48.4 million. Moreover, the Company’s funding needs are expected to increase to a
total of US$60 million for the period ending March 31, 2013.
4.3 The Company’s need for further funding and its efforts to secure such committed
financing from the Approved DIP Lenders is discussed further in Section 7 of this report.
Amended Waiver received pursuant to the Fourth Interim Advance
4.4 In order to facilitate GBGL receiving the Fourth Interim Advance, the Approved DIP
Lenders delivered a third waiver letter to the Company dated November 16, 2012 (the
“Third Waiver Letter”) which amended the First Waiver Letter dated October 3, 2012
and the Second Waiver Letter dated October 22, 2012, pursuant to which the Approved
DIP Lenders specifically waived the following conditions precedent solely with respect
to the Fourth Interim Advance (all capitalized terms not otherwise defined in this section
are used herein as defined in the Approved DIP Facility):
a) That the GBGI Guarantee and the related Security Documents have been duly
authorized, entered into and are in full force and effect, as required by Section
2(b) of the Initial Utilisation Schedule;
b) That the Finance Parties have received satisfactory legal opinions from McMillan
LLP, Harris & Thompson and U.S. legal advisers to the Borrower with respect to
the GBGI Guarantee, as required by Section 3 of the Initial Utilisation Schedule;
c) That the Finance Parties have received a legal opinion from U.S. legal advisers to
the Borrower with respect to whether the registration requirements for an
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"investment company” under the Investment Company Act of 1940, as amended,
are required for any of the applicable Finance Parties, as required by Section 3(i)
of the Initial Utilisation Schedule;
d) That no notice shall have been received of a motion or application to stay,
modify, vary, amend, reverse, appeal, or vacate in whole or in part the Initial
Order or the DIP Charge or which in any way seeks to impair, limit or lessen the
Security, protections, rights, or remedies of the Lenders, whether under the Initial
Order or under any of the Finance Documents, as required by Section 8(w) of the
Initial Utilisation Schedule and Clause 4.3(f) of the Credit Agreement;
e) That the application for leave to appeal commenced under court file number CA
040276 in the British Columbia Court of Appeal (the "Debentureholder
Appeal”) shall have been dismissed, vacated or withdrawn in all respects and
shall not be the subject of any further application for leave to appeal, or further
appeal, as required by Section 8(x) of the Initial Utilisation Schedule;
f) That no Default has occurred and is continuing or would result from the proposed
Loan, as required by Clause 4.3(a) of the Credit Agreement, in respect of Clause
23.33 of the Credit Agreement arising from the Debentureholder Appeal, and in
respect of Clause 23(b)(iii) of the Credit Agreement or as a result of the breach of
representation and warranty set forth in Clause 17.1(t)(ii), which is an Event of
Default pursuant to Clause 23.(4), in each case arising as a result of the
application in the Nevada court for the appointment of a Receiver;
g) That Southgold must obtain South African Reserve Bank exchange control
approval in respect of the amount guaranteed under the Security SPV Guarantee
and Indemnity being increased to reflect additional amounts advanced under the
Emergency Burnstone Advance (US$9.2 million) and to be advanced under the
Burnstone Facility, within 21 days from the Signature Date pursuant to Clause
21.33(b)(ii); provided that such approval shall be obtained by 5pm Pacific
Standard Time (PST) on November 30, 2012; and
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h) That the Company must provide the updated Six Month Forecast to the Approved
DIP Lenders pursuant to Clause 4.3(d) of the Approved DIP Facility; provided
that such updated Six Month Forecast shall be provided to the Approved DIP
Lenders by no later than the earlier of the delivery of the next utilization request
and 5pm PST on November 23, 2012.
4.5 The Approved DIP Lenders confirmed in the Third Waiver Letter that they had not
specifically approved certain proposed disbursements contained in the updated Approved
Budget relating to employee retention payments which were prescribed in the Updated
Cash Flow Forecast with respect to certain key employees at Hollister and Burnstone.
The total proposed retention payments are approximately US$1.645 million and are due
on March 31, 2013.
4.6 The Third Waiver Letter also sets out certain additional events of default (in addition to
the regular events of default which exist pursuant to Section 23.3 of the Approved DIP
Facility), (the “Additional Events of Default”). The Additional Events of Defaults shall
have occurred if:
a) The transactions contemplated by the Settlement Agreement are not closed by
5pm PST on November 23, 2012; or
b) A CRO acceptable to the Approved DIP Lenders, in their sole discretion, is not
appointed pursuant to an order of the Court by 5pm PST on November 23, 2012;
or
c) The Settlement Approval Order is stayed, modified, varied, amended, reversed,
appealed, or vacated in whole or in part, without the consent of the Approved
DIP Lenders.
4.7 The Additional Events of Default have been triggered and consequently the Approved
DIP Facility remains in default as at the date of this report.
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5.0 UPDATE REGARDING THE STATUS OF THE SETTLEMENT AGREEMENT
5.1 Notwithstanding the granting of the Settlement Implementation Order, the Settlement
Agreement has yet to become effective in accordance with its terms as the Ad Hoc
Group, the Approved DIP Lenders and the Company are continuing to negotiate the
specific terms of certain legal opinions to be provided pursuant to the Settlement
Agreement.
5.2 The Monitor has been advised that all necessary and applicable security documentation
has been executed and delivered by each of the relevant parties to the Settlement
Agreement. The Monitor has requested that the Company keep the Monitor updated, on
a regular basis, as to the status of each of the outstanding legal opinions. The Monitor
understands that all parties are working expeditiously to finalize, execute and deliver the
remaining outstanding documentation required under the Settlement Agreement.
5.3 As of the date of this Report, the Monitor has been informed by the Company’s counsel
that it is expected that the Settlement Agreement will become effective sometime on
Tuesday, November 27, 2012.
6.0 RECEIPTS AND DISBURSEMENTS FOR THE NINE-WEEK PERIOD ENDED NOVEMBER 16, 2012
6.1 The consolidated receipts and disbursements of the GBG Group for the nine-week period
ended November 16, 2012 (the latest period actual information was available) as
compared to the Cash Flow Forecast originally filed in the CCAA Proceedings, is tabled
below:
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6.2 During the nine weeks ended November 16, 2012, the Company’s actual cash receipts
were approximately US$3.2 million less than forecast due to lower than forecast gold
production volumes at Hollister. Lower sold ounces were partially offset by higher unit
selling prices.
6.3 Total disbursements for the period were approximately US$8.8 million less than the Cash
Flow Forecast, primarily as a result of the lower than forecast payment of certain supplier
obligations and lower than forecast payroll amounts, which is a combination of timing
and permanent differences.
Actual Forecast Variance
Cash Inflow
Gold sales and other 26,222 29,391 (3,168)
Total Cash Inflow 26,222 29,391 (3,168)
Cash Outflow
Suppliers (18,899) (24,131) 5,232
Payroll and Benefits (13,535) (16,081) 2,547
Royalties (2,123) (2,300) 177
Insurance (811) (1,035) 224
Other (42) (404) 362
Professional Fees (5,566) (5,804) 238
Total Outflow (40,977) (49,756) 8,779
Net Cash Flow before financing charges (14,754) (20,365) 5,611
Red Kite Repayment (Note 2) (6,878) (6,885) 7
DIP Financing Fees (786) (772) (14)
DIP & Other Interest (1,848) (2,128) 280
Net Cash Flow before DIP (24,266) (30,150) 5,884
DIP Advances 29,035 31,181 (2,146)
Intercompany disbursement ‐ ‐ ‐
Net Cash Flow 4,769 1,031 3,738
Cash, beginning of period (September 14, 2012) 6,254 6,254 ‐
Cash, end of period (November 16, 2012) 11,023 7,285 3,738
Note 1
Note 2
Consolidated
Unaudited (US$000's)
Readers are cautioned to read the 'Restrictions on the Use of this Report' in Section 2 of this report.
Information regarding Red Kite was provided in the Fourth Report.
Great Basin Gold Ltd.
Consolidated Actual versus Forecast Cash Flow(Note 1)
For the Nine‐Week Period Ended November 16, 2012
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7.0 THE COMPANY’S UPDATED CASH FLOW FORECAST
7.1 Senior Management, with the assistance of the Monitor, has prepared the Updated Cash
Flow Forecast for the 13-week period ending February 15, 2013 (the “Updated Cash
Flow Period”). The Updated Cash Flow Forecast is attached as Schedule A, and is
summarized in the table, below:
Consolidated Canada (2)
US ‐ Hollister (2)
Burnstone (2)
Forecast Cash Inflow
Gold sales and other 28,012 ‐ 27,370 642
Forecast Total Cash Inflow 28,012 ‐ 27,370 642
Forecast Cash Outflow
Suppliers (20,573) (230) (17,100) (3,243)
Payroll and Benefits (9,803) (1,053) (7,032) (1,718)
Royalties (1,399) ‐ (1,350) (49)
Insurance (1,395) (521) (591) (283)
Other (746) (346) ‐ (400)
Professional Fees (12,467) (11,394) (50) (1,023)
Total Forecast Outflow (46,384) (13,545) (26,123) (6,716)
Net Cash Flow before financing charges (18,372) (13,545) 1,247 (6,074)
Red Kite Repayment (8,832) ‐ (8,832) ‐
DIP Financing Fees (14) (14) ‐ ‐
DIP & Other Interest (3,183) (883) (550) (1,750)
Net Cash Flow before DIP (30,400) (14,441) (8,135) (7,824)
DIP Advances 5,965 5,965
Intercompany Transfers ‐ (2,800) ‐ 2,800
Net Cash Flow (24,435) (11,276) (8,135) (5,024)
Cash, beginning of period (November 17, 2012) 11,023 6,003 853 4,167
Cash, end of period (February 15, 2013) (13,413) (5,273) (7,283) (857)
DIP Balance ‐ February 15, 2013 35,000 12,265 7,950 14,785
Note 1Note 2
Note 3 The Updated Cash Flow Forecast presents a funding shortfall over the Updated Cash Flow Period of at least
US$13.4 million, not considering any required cash that needs to be retained for the normal operations of the
Company's cash management system. The above presentation assumes that the Company will have drawn
the maximum available borrowings under the Approved DIP Facility of US$35 million.
For cash flow purposes, the Company segregates its forecast by their geographical jurisdiction.
Great Basin Gold Ltd.
Summary of Forecast Cash Flow (Note 1)
Unaudited (US$000's)
Readers are cautioned to read the 'Restrictions on the Use of this Report' in Section 2 of this report
For the 13‐Week Period Ending February 15, 2013
(3)
(3)
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7.2 On a consolidated basis, the GBG Group is forecast to experience net cash outflows
(before DIP advances) of approximately US$30.4 million over the Updated Cash Flow
Period, comprised of the following net cash outflow by region:
a) GBG Canada – net cash outflow of US$14.4 million;
b) US – Hollister – net cash outflow of US$8.1 million; and
c) South Africa – Burnstone – net cash outflow of US$7.8 million.
7.3 A summary of the forecast net outflow of US$30.4 million by operating and other key
funding categories is tabled below:
Summary Updated Cash Flow Forecast by key operating and other funding categories 13-Weeks Ending February 15, 2013 (000's USD)
Net operating cash out flow $ 5,904 Red Kite repayment 8,832 Interest & financing fees 3,196 Professional fees 12,467
Total net cash out flow $ 30,400
7.4 As described in Note 3 in the table in Section 7.1 (above), the Updated Cash Flow
Forecast currently anticipates that the Company will require, at least, an additional
US$13.4 million in financing through the Updated Cash Flow Period over and above the
maximum funding available under the DIP of US$35 million (i.e. total borrowings to
reach at least US$48.4 million over the coming 13 week period). In this regard, the
Company is continuing its discussions with the Approved DIP Lenders regarding an
increase to the maximum borrowings available under the Approved DIP Facility.
Financing anticipated through the restructuring period
7.5 As discussed previously, the Company has recently updated its extended cash flow
forecast to March 31, 2013 (the contemplated last milestone date for the sale of the
Burnstone and/or Hollister properties in the Approved DIP Facility). This forecast
indicates that the Company will require a total of approximately US$60 million in
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financing to that date, an increase from US$50 million in the prior version (which the
Monitor communicated in the Fourth Report). The increase of approximately US$10
million in forecast funding is a combination of lower forecast gold sales at Hollister (as
further described herein) and higher than originally anticipated actual and forecast
professional fees. As indicated above, the Company is continuing its discussions with the
Approved DIP Lenders regarding an increase to the maximum borrowings available
under the Approved DIP Facility.
7.6 In addition, the Company is reviewing various options to sell certain mining assets that it
currently holds in Tanzania, Africa, which, if any such sales are concluded, would
provide the Company with unencumbered cash proceeds that could be used to provide
limited funding for the Company’s short term cash needs.
8.0 UPDATE ON THE BUSINESS RESCUE PROCEEDINGS IN SOUTH AFRICA
8.1 As noted in the Fourth Report, the South African Court granted the Business Rescue
Practitioner (“BRP”) an extension to prepare a business rescue plan until January 15,
2013.
8.2 The BRP is continuing with the claims process in order to assess total claims advanced
against Burnstone. The claims filed in the Business Rescue proceedings to date total
approximately US$38 million excluding claims from the Company’s Convertible
Debenture Holders and the Existing Burnstone Credit Facility. The Monitor will provide
further updates on the claims process in its subsequent reports.
8.3 JP Morgan has been engaged as the transaction advisor with respect to the sale or
restructuring of Burnstone.
8.4 The Monitor continues to be in regular contact with the BRP and has scheduled a series
of meetings with the BRP and other Senior Management when the Monitor travels to
South Africa during the week of November 26, 2012.
8.5 The Monitor has recently been advised by the BRP that a technical issue has arisen in
respect of the Business Rescue proceedings. The issue specifically relates to the
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allegation of the lack of proper notice having been provided to the Company’s
Convertible Debenture Holders of the commencement of the Business Rescue
proceedings. The Monitor has also been advised by the BRP that he intends to appear in
the South African Court in the near term in order to seek the appropriate relief to remedy
this outstanding issue. The Monitor will provide a further update to this Honourable
Court once the BRP advises the Monitor of the outcome of its attendance before the
South African Court.
8.6 Further information related to the BRP proceedings and the related claims process is
being posted on GBGL’s website (www.greatbasingold.com).
9.0 UPDATE ON THE STATUS OF THE HOLLISTER OPERATIONS
9.1 The Monitor visited the Hollister Operations during the weeks of October 29, 2012 and
November 12, 2012, to discuss the recent operating results, short term forecasts and other
matters with the Senior Management team located in Nevada (“Nevada Management”).
9.2 During this visit, the Monitor met with Nevada Management and reviewed the following:
a) The revised revenue projections of the Hollister Operations over its expected
restructuring period, which are now reflected in the Updated Cash Flow
Forecast;
b) The process by which the Company is reviewing the existing estimates of
Hollister’s gold reserves and resources (the “Reserves”) with the assistance of
a third party consulting firm in advance of launching the SISP;
c) The work being performed by the Company and CIBC World Markets
(“CIBC WM”) in respect of the proposed SISP;
d) Current key employee turnover and related issues at Hollister and Senior
Management’s plans to retain such staff going forward; and
e) Ongoing operating and supplier issues.
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9.3 As a result of the above noted matters, certain adjustments have been made to the
Company’s cash flow forecasts which are now reflected in the Updated Cash Flow
Forecast and the Company’s extended cash flow forecast (provided to the Approved DIP
Lenders).
9.4 The Monitor continues to actively monitor the status of the Company’s efforts to review
its existing gold reserve estimates and to retain its key employees and will update this
Honourable Court in respect of these matters.
10.0 SALES AND INVESTOR SOLICITATION PROCESS - HOLLISTER
10.1 As noted in the Fourth Report, the Company has engaged CIBC WM as financial advisor
to assist in completing either a sale of the property, assets and undertaking of Hollister
(the “GBGI Property”) and/or a recapitalization and/or restructuring of Hollister (the
“GBGI Business”). A SISP remains in draft, but is well advanced and continues to be
reviewed by the Company’s relevant stakeholders and advisors.
10.2 The Company intends to bring a motion before this Honourable Court, as soon as
practicable, to approve the SISP with the caveat that in order for the Company to
effectively launch the SISP, the review of the Reserves, as noted in Section 9.2(b) above,
will need to be completed.
11.0 THE RETENTION OF A CHIEF RESTRUCTURING OFFICER
11.1 As noted in the Fourth Report, due to the requirements of the Second Waiver Letter and
the departure of certain Senior Management by November 30, 2012, the Company’s
Board of Directors commenced a process to select and retain a CRO for the Company
and GBGI. For this purpose a CRO Selection Committee was formed. As a result of the
selection process, the Company, with the approval of the CRO Selection Committee, has
agreed to engage Mr. Ray Dombrowski and Mr. Peter Gibson of Alvarez & Marsal
(“A&M”) to assume the roles of Chief Executive Officer (“CEO”) and Chief Financial
Officer (“CFO”), respectively, during the Company’s restructuring period. Other A&M
personal may be utilized in order to assist Messrs. Dombrowski and Gibson in carrying
out their duties as CEO and CFO.
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11.2 The roles and responsibilities of the new CEO and CFO, along with other terms and
conditions of their appointment, are set out in the draft engagement letter (the
“Engagement Letter”) which is attached as Schedule B to this report.
11.3 The duties of A&M/Dombrowski/Gibson are comprehensive and require hands on
stewardship of the Company’s restructuring proceedings from a senior management
perspective, including overseeing the implementation of the SISP and fulfilling Senior
Management functions for the GBG Group (with the exclusion of Burnstone which is
subject to the BRP/ Business Rescue proceedings).
11.4 In its application to this Honourable Court, the Company is seeking approval of the
engagement of A&M to provide a designated CEO and CFO for the Company. The
Company is also requesting that the Administration Charge, as granted by this
Honourable Court under the terms of the Initial Order, and as increased by further order
of the Court, be further increased to $2,912,500 (from $2,712,500) with a pro-rata share
of $200,000 of the Administration Charge to be allocated to A&M.
11.5 The Monitor supports (i) the engagement of A&M as proposed in the attached
Engagement Letter and (ii) the request by the Company for a further increase in the
amount of the Administration Charge and that a pro-rata share of $200,000 be allocated
to A&M.
12.0 OTHER RESTRUCTURING EFFORTS
Management and employee turnover
12.1 As discussed in the Monitor’s Prior Reports, four members of GBGL’s Senior
Management team departed on October 30, 2012 with the remaining two members
departing from the Company with an effective date of November 30, 2012. Included in
these departures are the Company’s Chief Executive Officer, Chief Financial Officer,
Chief Operating Officer and other key positions. As discussed above, subject to the
approval of this Honourable Court, members of A&M will be engaged as the new CEO
and CFO for the Company effective immediately. Certain former members of Senior
16
Management have been retained by the Company pursuant to consulting contracts
through to March 31, 2013 under the terms of the KERP.
12.2 In the past two weeks, GBGL’s Financial Controller and Head of Finance, as well as
Hollister’s Head of Mill Operations have all resigned. The Company is currently in the
process of negotiating a consulting contract with the Head of Finance for her continued
services going forward for a defined period of time. The Head of Mill Operations at
Hollister has been replaced with an internal appointment by the Company.
Sales of non-core assets
12.3 As noted above, the Company is continuing to review its options to sell certain African
assets and expects to consult with its key stakeholders in respect of the merits of these
potential sale transactions. The Monitor is also reviewing with the Company and its
financial advisors the logistics and benefits of these potential sale transactions and will
report to this Honourable Court as to any progress made by the Company.
13.0 THE MONITOR’S CONCLUDING OBSERVATIONS AND RECOMMENDATIONS
Monitor’s observations
13.1 The Monitor believes that the Company is acting in good faith and with due diligence in
its efforts to further its restructuring initiatives.
13.2 Although the Settlement Agreement has taken longer to conclude than expected, it should
become effective shortly as all parties thereto are working expeditiously to finalize the
supporting documentation.
13.3 The Company is in need of increased funding in order to continue with its proposed
restructuring. Such funding requirements are well in excess of the current maximum
availability under the Approved DIP Facility. For the coming 13 weeks, additional
funding of at least US$13.4 million is required over and above the maximum current
availability of US$35 million. Over the period to March 31, 2013, total additional
funding of US$25 million is required (again, over and above the current maximum
17
availability of US$35 million). Without additional funding, the Monitor is of the opinion
that the Company may not be able to move forward with its current restructuring plans
and may need to consider other options to sell non-core assets and/or reduce cash
outflows. The Monitor understands that the Company is in ongoing discussions with the
Approved DIP Lenders in order to secure the necessary additional financing.
13.4 Two members of the Senior Management team of the GBG Group are set to depart on
November 30, 2012. This includes the current CEO/CFO. Although consulting
arrangements are in place to secure the services of key management on an ongoing basis
after November 30, 2012, the Company must replace its Senior Management in order to
ensure that the Company has the necessary and appropriate management, oversight and
governance. Accordingly, the Monitor is of the opinion that the Engagement Letter
should be approved by this Honourable Court.
Monitor’s recommendation
13.5 The Monitor recommends to this Honourable Court that the Engagement Letter be
approved substantially in the form as set out in Schedule B hereto and that the
Administration Charge be amended accordingly.
All of which is respectively submitted to this Honourable Court this 26th day of November, 2012.
KPMG Inc., in its sole capacity as Monitor of Great Basin Gold Ltd.
Philip J. Reynolds Senior Vice President
Anthony J. Tillman Senior Vice President
Unau
dited ‐ Prepared by Man
agement
Great Basin Gold Ltd. ‐ CONSO
LIDATED
Consolid
ated W
eekly Cash Flow Forecast
For the 13‐w
eek period ending February 15, 2013
in $ 000's USD
(except for ounces an
d price of Gold)
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
12
34
56
78
910
11
12
13
13 Week
Week En
ding
21‐Sep
28‐Sep
5‐Oct
12‐Oct
19‐Oct
26‐Oct
2‐Nov
9‐Nov
16‐Nov
23‐Nov
30‐Nov
7‐Dec
14‐Dec
21‐Dec
28‐Dec
4‐Jan
11‐Jan
18‐Jan
25‐Jan
1‐Feb
8‐Feb
15‐Feb
Total
Cash Receipts
Ounces Sold
1,470
1,412
1,762
1,260
1,220
1,330
1,553
1,421
889
900
1,100
700
1,800
1,100
1,100
1,100
1,500
1,500
1,500
1,500
1,500
1,500
16,800
Price per Ounce
1,754
1,801
1,812
1,846
1,849
1,817
1,773
1,745
1,768
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
Gold Sales
2,579
2,543
3,192
2,326
2,255
2,417
2,754
2,480
1,571
1,530
1,870
1,190
3,060
1,870
1,870
1,870
2,550
2,550
2,550
2,550
2,550
2,550
28,560
Other
39
114
1,338
12
18
5
2,228
2
348
‐ (548)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ (548)
Total Cash Receipts
2,618
2,657
4,530
2,338
2,274
2,422
4,982
2,483
1,919
1,530
1,322
1,190
3,060
1,870
1,870
1,870
2,550
2,550
2,550
2,550
2,550
2,550
28,012
Cash Disbursements
Suppliers
(1,598)
(2,221)
(3,694)
(1,611)
(1,836)
(3,562)
(789)
(889)
(2,699)
(1,446)
(1,604)
(864)
(1,604)
(1,484)
(1,100)
(1,540)
(1,280)
(1,680)
(2,380)
(2,314)
(1,594)
(1,684)
(20,573)
Payroll and Ben
efits
(8,564)
(866)
(263)
(698)
(50)
(2,008)
(196)
(839)
(50)
(1,606)
(761)
(895)
(50)
(1,437)
‐ (1,725)
‐ (1,000)
(714)
(672)
(243)
(700)
(9,803)
Royalties
‐ ‐
(787)
‐ ‐
‐ (1,336)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(49)
‐ ‐
‐ (1,350)
‐ ‐
(1,399)
Insurance
(75)
(186)
(140)
‐ ‐
(186)
(75)
‐ (148)
‐ (265)
(79)
(500)
(75)
(190)
‐ ‐
‐ ‐
(265)
(21)
‐ (1,395)
Other
(2)
(105)
60
(20)
(58)
52
(2)
(0)
33
‐ (400)
‐ (150)
‐ ‐
‐ ‐
(100)
‐ ‐
‐ (100)
(750)
Professional Fees
(227)
(11)
(1,165)
(965)
(240)
(2,719)
(177)
(44)
(17)
(4,609)
(386)
(25)
(2,720)
(200)
‐ (25)
(213)
(1,970)
(175)
(150)
(25)
(1,970)
(12,467)
Total Cash Disbursements
(10,466)
(3,389)
(5,990)
(3,295)
(2,184)
(8,423)
(2,575)
(1,773)
(2,882)
(7,662)
(3,416)
(1,863)
(5,024)
(3,196)
(1,290)
(3,339)
(1,492)
(4,750)
(3,269)
(4,751)
(1,883)
(4,454)
(46,388)
Net Cash Flow Before Finan
cing
(7,848)
(732)
(1,459)
(957)
90
(6,002)
2,407
710
(963)
(6,132)
(2,094)
(673)
(1,964)
(1,326)
580
(1,469)
1,058
(2,200)
(719)
(2,201)
667
(1,904)
(18,376)
Red
Kite Rep
aymen
t(988)
‐ ‐
(1,670)
(1,275)
‐ ‐
(1,883)
(1,062)
‐ ‐
‐ (1,458)
(1,487)
‐ ‐
(1,988)
(957)
‐ ‐
(1,988)
(957)
(8,832)
Interest ‐ Term loan
I‐
‐ ‐
‐ ‐
‐ ‐
‐ (1,750)
‐ ‐
‐ (1,750)
(550)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(2,300)
DIP Financing Fees
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(786)
(5)
(5)
(5)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(14)
Interest
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(98)
(59)
(59)
(59)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(883)
Net Cash Flow After Finan
cing
(8,836)
(732)
(1,459)
(2,626)
(1,185)
(6,002)
2,407
(1,173)
(4,659)
(6,195)
(2,157)
(737)
(5,243)
(3,434)
510
(1,539)
(1,000)
(3,227)
(789)
(2,271)
(1,391)
(2,931)
(30,404)
DIP Advances
9,235
‐ 5,000
‐ ‐
5,500
‐ ‐
9,300
‐ ‐
‐ 5,965
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 5,965
Intercompany Advances
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐
Net Cash Flow post DIP
399
(732)
3,541
(2,626)
(1,185)
(502)
2,407
(1,173)
4,641
(6,195)
(2,157)
(737)
722
(3,434)
510
(1,539)
(1,000)
(3,227)
(789)
(2,271)
(1,391)
(2,931)
(24,440)
Cash & Equivalents Position
Open
ing Cash Position
6,254
6,653
5,921
9,462
6,835
5,650
5,149
7,556
6,382
11,023
4,828
2,671
1,935
2,657
(777)
(267)
(1,806)
(2,806)
(6,033)
(6,823)
(9,094)
(10,485)
11,023
Net Cash Flow incl. D
IP399
(732)
3,541
(2,626)
(1,185)
(502)
2,407
(1,173)
4,641
(6,195)
(2,157)
(737)
722
(3,434)
510
(1,539)
(1,000)
(3,227)
(789)
(2,271)
(1,391)
(2,931)
(24,440)
Closing Cash Position
6,653
5,921
9,462
6,835
5,650
5,149
7,556
6,382
11,023
4,828
2,671
1,935
2,657
(777)
(267)
(1,806)
(2,806)
(6,033)
(6,823)
(9,094)
(10,485)
(13,416)
(13,416)
DIP Balan
ce
GBG Ltd
‐ ‐
2,000
1,200
‐ 3,000
3,000
3,000
9,100
9,100
9,100
9,100
12,265
12,265
12,265
12,265
12,265
12,265
12,265
12,265
12,265
12,265
12,265
Burnstone
9,235
9,235
10,235
10,235
10,235
10,235
10,235
10,235
11,985
11,985
11,985
11,985
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
Burnstone
9,235
9,235
10,235
10,235
10,235
10,235
10,235
10,235
11,985
11,985
11,985
11,985
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
14,785
Hollister
‐ ‐
2,000
2,800
4,000
6,500
6,500
6,500
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
7,950
Closing DIP Balance
9,235
9,235
14,235
14,235
14,235
19,735
19,735
19,735
29,035
29,035
29,035
29,035
35,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
35,000
Unau
dited ‐ Prepared by Man
agement
Great Basin Gold Ltd. ‐ CANADA
Consolid
ated W
eekly Cash Flow Forecast
For the 13‐w
eek period ending February 15, 2013
in $ 000's USD
(except for ounces an
d price of Gold)
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
12
34
56
78
910
11
12
13
13 W
eek
Week En
ding
21‐Sep
28‐Sep
5‐Oct
12‐Oct
19‐Oct
26‐Oct
2‐Nov
9‐Nov
16‐Nov
23‐Nov
30‐Nov
7‐Dec
14‐Dec
21‐Dec
28‐Dec
4‐Jan
11‐Jan
18‐Jan
25‐Jan
1‐Feb
8‐Feb
15‐Feb
Total
Gold Sales
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
Othe r
‐ ‐
6
‐ ‐
‐ (71)
‐ 29
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
Total Cash Receipts
‐ ‐
6
‐ ‐
‐ (71)
‐ 29
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
Cash Disbursement s
Suppliers
(1)
(0)
(11)
‐ (3)
(17)
(9)
(12)
(0)
‐ (100)
(10)
‐ (50)
‐ (10)
‐ ‐
‐ (50)
(10)
‐ (230)
Payroll and Ben
efits
‐ (261)
(13)
(42)
(50)
(566)
(196)
(14)
(50)
(155)
(357)
(20)
(50)
(193)
‐ (18)
‐ (50)
(120)
(22)
(18)
(50)
(1,053)
Royalties
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐
Insurance
‐ ‐
(15)
‐ ‐
‐ ‐
‐ (148)
‐ ‐
‐ (500)
‐ ‐
‐ ‐
‐ ‐
‐ (21)
‐ (521)
Othe r
(5)
(55)
(13)
(22)
(58)
52
(2)
(0)
(37)
‐ ‐
‐ (150)
‐ ‐
‐ ‐
(100)
‐ ‐
‐ (100)
(350)
Professional Fees
(227)
‐ (1,146)
(950)
(151)
(2,703)
(161)
(28)
(7)
(4,459)
(250)
‐ (2,695)
‐ ‐
‐ ‐
(1,945)
(100)
‐ ‐
(1,945)
(11,394)
Total Cash Disbursement s
(233)
(316)
(1,198)
(1,014)
(263)
(3,234)
(367)
(54)
(243)
(4,615)
(707)
(30)
(3,395)
(243)
0
(28)
0
(2,095)
(220)
(72)
(49)
(2,095)
(13,548)
Net Cash Flow Before Finan
cing
(233)
(316)
(1,192)
(1,014)
(263)
(3,234)
(438)
(54)
(214)
(4,615)
(707)
(30)
(3,395)
(243)
0
(28)
0
(2,095)
(220)
(72)
(49)
(2,095)
(13,548)
Red
Kite Rep
aymen
t‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
‐
DIP Financing Fees
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(786)
(5)
(5)
(5)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(14)
Interest
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(98)
(59)
(59)
(59)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(71)
(883)
Net Cash Flow After Finan
cing
(233)
(316)
(1,192)
(1,014)
(263)
(3,234)
(438)
(54)
(1,098)
(4,678)
(770)
(93)
(3,466)
(313)
(71)
(99)
(71)
(2,166)
(291)
(143)
(120)
(2,166)
(14,445)
DIP Advances
9,235
‐ 5,000
‐ ‐
5,500
‐ ‐
9,300
‐ ‐
‐ 5,965
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 5,965
Interco Non‐DIP disbursem
ent
(1,800)
1,993
99
‐ 75
365
173
‐ (612)
‐ ‐
‐ ‐
‐ ‐
‐
Interco disbursem
ent
(9,235)
‐ (3,000)
(800)
(1,200)
(2,500)
‐ ‐
(3,200)
‐ ‐
‐ (2,800)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ (2,800)
Net Cash Flow post DIP
(2,033)
1,677
907
(1,814)
(1,388)
130
(265)
(54)
4,390
(4,678)
(770)
(93)
(301)
(313)
(71)
(99)
(71)
(2,166)
(291)
(143)
(120)
(2,166)
(11,280)
Cash & Equivalents Position
Open
ing Cash Position
4,452
2,419
4,097
5,004
3,189
1,802
1,932
1,667
1,613
6,003
1,325
555
462
161
(153)
(223)
(322)
(393)
(2,558)
(2,849)
(2,992)
(3,111)
6,003
Net Cash Flow incl. D
IP(2,033)
1,677
907
(1,814)
(1,388)
130
(265)
(54)
4,390
(4,678)
(770)
(93)
(301)
(313)
(71)
(99)
(71)
(2,166)
(291)
(143)
(120)
(2,166)
(11,280)
Closing Cash Position
2,419
4,097
5,004
3,189
1,802
1,932
1,667
1,613
6,003
1,325
555
462
161
(153)
(223)
(322)
(393)
(2,558)
(2,849)
(2,992)
(3,111)
(5,277)
(5,277)
Unau
dited ‐ Prepared by Man
agement
Great Basin Gold Ltd ‐ United States
Consolid
ated W
eekly Cash Flow Forecast
For the 13‐w
eek period ending February 15, 2013
in $ 000's USD
(except for ounces an
d price of Gold)
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
12
34
56
78
910
11
12
13
13 W
eek
Week En
ding
21‐Sep
28‐Sep
5‐Oct
12‐Oct
19‐Oct
26‐Oct
2‐Nov
9‐Nov
16‐Nov
23‐Nov
30‐Nov
7‐Dec
14‐Dec
21‐Dec
28‐Dec
4‐Jan
11‐Jan
18‐Jan
25‐Jan
1‐Feb
8‐Feb
15‐Feb
Total
Cash Receipts
Nevada Ounces Sold
1,470
1,412
1,455
1,260
1,220
1,330
1,553
1,421
889
900
1,100
700
1,100
1,100
1,100
1,100
1,500
1,500
1,500
1,500
1,500
1,500
16,100
Nevada Price per Ounce
1,754
1,801
1,825
1,846
1,849
1,817
1,773
1,745
1,768
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
1,700
22,100
2,579
2,543
2,655
2,326
2,255
2,417
2,754
2,480
1,571
1,530
1,870
1,190
1,870
1,870
1,870
1,870
2,550
2,550
2,550
2,550
2,550
2,550
27,370
Gold Sales
2,579
2,543
2,655
2,326
2,255
2,417
2,754
2,480
1,571
1,530
1,870
1,190
1,870
1,870
1,870
1,870
2,550
2,550
2,550
2,550
2,550
2,550
27,370
Other
26
36
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐
Total Cash Receipts
2,605
2,578
2,655
2,326
2,255
2,417
2,754
2,480
1,571
1,530
1,870
1,190
1,870
1,870
1,870
1,870
2,550
2,550
2,550
2,550
2,550
2,550
27,370
Cash Disbursements
Suppliers
(1,586)
(1,419)
(2,929)
(1,344)
(1,711)
(3,417)
(424)
(377)
(2,629)
(1,000)
(1,100)
(600)
(1,350)
(900)
(1,100)
(1,350)
(1,100)
(1,500)
(2,200)
(2,000)
(1,400)
(1,500)
(17,100)
Payroll and Ben
efits
(215)
(605)
(250)
(657)
‐ (903)
‐ (825)
‐ (875)
‐ (875)
‐ (875)
‐ (1,707)
‐ (950)
(225)
(650)
(225)
(650)
(7,032)
Royalties
‐ ‐
(787)
‐ ‐
‐ (1,336)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(1,350)
‐ ‐
(1,350)
Insurance
‐ (186)
(50)
‐ ‐
(186)
‐ ‐
‐ ‐
(190)
(22)
‐ ‐
(190)
‐ ‐
‐ ‐
(190)
‐ ‐
(591)
Other
(6)
‐ ‐
‐ ‐
‐ ‐
‐ 4
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
Professional Fees
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(50)
‐ ‐
‐ (50)
Total Cash Disbursements
(1,807)
(2,211)
(4,016)
(2,000)
(1,711)
(4,506)
(1,760)
(1,202)
(2,625)
(1,875)
(1,290)
(1,497)
(1,350)
(1,775)
(1,290)
(3,057)
(1,100)
(2,450)
(2,475)
(4,190)
(1,625)
(2,150)
(26,123)
Net Cash Flow Before Finan
cing
798
367
(1,361)
326
545
(2,090)
994
1,279
(1,054)
(345)
580
(307)
520
95
580
(1,187)
1,450
100
75
(1,640)
925
400
1,247
Red
Kite Rep
aymen
t(988)
‐ ‐
(1,670)
(1,275)
‐ ‐
(1,883)
(1,062)
‐ ‐
‐ (1,458)
(1,487)
‐ ‐
(1,988)
(957)
‐ ‐
(1,988)
(957)
(8,832)
DIP Financing Fees
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐
Interest
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ (550)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(550)
Net Cash Flow After Finan
cing
(190)
367
(1,361)
(1,344)
(730)
(2,090)
994
(605)
(2,116)
(345)
580
(307)
(938)
(1,942)
580
(1,187)
(537)
(857)
75
(1,640)
(1,062)
(557)
(8,135)
DIP Advances
Intero NON‐DIP funding
1,800
(1,934)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐
Interco funding
‐ ‐
2,000
800
1,200
2,500
‐ ‐
1,450
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
Net Cash Flow post DIP
1,610
(1,566)
639
(544)
470
410
994
(605)
(666)
(345)
580
(307)
(938)
(1,942)
580
(1,187)
(537)
(857)
75
(1,640)
(1,062)
(557)
(8,135)
Cash & Equivalents Position
Open
ing Cash Position
110
1,720
153
793
249
719
1,129
2,123
1,519
853
508
1,088
781
(157)
(2,098)
(1,518)
(2,705)
(3,242)
(4,099)
(4,024)
(5,664)
(6,726)
853
Net Cash Flow incl. D
IP1,610
(1,566)
639
(544)
470
410
994
(605)
(666)
(345)
580
(307)
(938)
(1,942)
580
(1,187)
(537)
(857)
75
(1,640)
(1,062)
(557)
(8,135)
Closing Cash Position
1,720
153
793
249
719
1,129
2,123
1,519
853
508
1,088
781
(157)
(2,098)
(1,518)
(2,705)
(3,242)
(4,099)
(4,024)
(5,664)
(6,726)
(7,283)
(7,283)
Unau
dited ‐ Prepared by Man
agement
Great Basin Gold Ltd ‐ SOUTH
AFR
ICA
Consolid
ated W
eekly Cash Flow Forecast
For the 13‐w
eek period ending February 15, 2013
in $ 000's USD
(except for ounces an
d price of Gold)
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
Actual
12
34
56
78
910
11
12
13
13 W
eek
Week En
ding
21‐Sep
28‐Sep
5‐Oct
12‐Oct
19‐Oct
26‐Oct
2‐Nov
9‐Nov
16‐Nov
23‐Nov
30‐Nov
7‐Dec
14‐Dec
21‐Dec
28‐Dec
4‐Jan
11‐Jan
18‐Jan
25‐Jan
1‐Feb
8‐Feb
15‐Feb
Total
Cash Receipts
Burnstone Ounces Sold
‐
‐
307
‐
‐
‐
‐
‐
‐
‐
‐
‐
700
‐
‐
‐
‐
‐
‐
‐
‐
‐
700
Burnstone Price per Ounce
1,650
1,650
1,750
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
1,650
21,450
‐ ‐
537
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 1,155
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 1,155
Gold Sales
‐ ‐
537
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 1,190
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 1,190
Other
13
78
1,332
12
17
5
2,299
‐ 318
‐ (548)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ (548)
Total Cash Receipts
13
78
1,869
12
17
5
2,299
‐ 318
‐ (548)
‐ 1,190
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 642
Cash Disbursements
Suppliers
(11)
(801)
(754)
(267)
(122)
(127)
(356)
(500)
(70)
(446)
(404)
(254)
(254)
(534)
‐ (180)
(180)
(180)
(180)
(264)
(184)
(184)
(3,243)
Payroll and Ben
efits
(8,349)
‐ ‐
‐ 0
(539)
‐ ‐
‐ (576)
(403)
‐ ‐
(369)
‐ ‐
‐ ‐
(369)
‐ ‐
‐ (1,718)
Royalties
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ (49)
‐ ‐
‐ ‐
‐ ‐
(49)
Insurance
(75)
‐ (75)
‐ ‐
‐ (75)
‐ ‐
‐ (75)
(57)
‐ (75)
‐ ‐
‐ ‐
‐ (75)
‐ ‐
(283)
Other
10
(51)
73
2
‐ ‐
‐ ‐
70
‐ (400)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ (400)
Professional Fees
‐ (11)
(19)
(15)
(89)
(16)
(17)
(17)
(10)
(150)
(136)
(25)
(25)
(200)
‐ (25)
(213)
(25)
(25)
(150)
(25)
(25)
(1,023)
Total Cash Disbursements
(8,426)
(863)
(776)
(280)
(210)
(683)
(449)
(517)
(10)
(1,172)
(1,419)
(336)
(279)
(1,179)
0
(254)
(392)
(205)
(574)
(489)
(209)
(209)
(6,716) ‐
Net Cash Flow Before Finan
cing
(8,412)
(784)
1,094
(268)
(194)
(678)
1,851
(517)
308
(1,172)
(1,967)
(336)
911
(1,179)
0
(254)
(392)
(205)
(574)
(489)
(209)
(209)
(6,074)
Red
Kite Rep
aymen
t‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
DIP Financing Fees
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐
Interest
‐ ‐
‐ ‐
‐ ‐
‐ ‐
(1,750)
‐ ‐
‐ (1,750)
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ (1,750)
Net Cash Flow After Finan
cing
(8,412)
(784)
1,094
(268)
(194)
(678)
1,851
(517)
(1,442)
(1,172)
(1,967)
(336)
(839)
(1,179)
0
(254)
(392)
(205)
(574)
(489)
(209)
(209)
(7,824)
DIP Advances
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐
Intero NON‐DIP Advances
‐ (59)
(99)
‐ (75)
(365)
(173)
‐ 612
‐ ‐
‐ ‐
‐ ‐
‐
Interco Advances
9,235
‐ 1,000
‐ ‐
‐ ‐
‐ 1,750
‐ ‐
‐ 2,800
‐ ‐
‐ ‐
‐ ‐
‐ ‐
‐ 2,800
Net Cash Flow post DIP
823
(844)
1,994
(268)
(269)
(1,042)
1,678
(517)
920
(1,172)
(1,967)
(336)
1,961
(1,179)
0
(254)
(392)
(205)
(574)
(489)
(209)
(209)
(5,024)
Cash & Equivalents Position
Open
ing Cash Position
1,692
2,514
1,671
3,665
3,397
3,128
2,086
3,764
3,247
4,167
2,995
1,028
692
2,652
1,474
1,474
1,220
828
624
50
(439)
(648)
4,167
Net Cash Flow incl. D
IP823
(844)
1,994
(268)
(269)
(1,042)
1,678
(517)
920
(1,172)
(1,967)
(336)
1,961
(1,179)
0
(254)
(392)
(205)
(574)
(489)
(209)
(209)
(5,024)
Closing Cash Position
2,514
1,671
3,665
3,397
3,128
2,086
3,764
3,247
4,167
2,995
1,028
692
2,652
1,474
1,474
1,220
828
624
50
(439)
(648)
(857)
(857)