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4/23/18

The Belo Sun (BSX.to) NR this morning

Further to the NR on Friday evening that announced Agnico was selling shares of Belo Sun (BSX.to), we got a real fine humdinger of an NR from BSX this morning. Here we go and there are three parts to the NR:

1) The first four paragraphs are all about a share buyback put into place. Pure fluff.

2) Then comes the announcement that four directors were mopping up 29,850,746 shares of the 44,551,000 shares that Agnico sold. The precise breakdown is given as follows:
The Supporting Directors each acquired the number of common shares as follows: Stan Bharti 12,932,835 common shares; Peter Tagliamonte 12,932,835 common shares; Denis Arsenault 2,985,076 common shares; Mark Eaton 1,000,000 common shares. Their respective share ownership prior to the transaction on a non-diluted basis and following the transaction on a non-diluted basis are as follows:

Stan Bharti: Nil pre-transaction and post transaction 2.78%.
Peter Tagliamonte: 0.21% pre-transaction and post transaction 2.8%.
Denis Arsenault: 0.026% pre-transaction and post transaction 0.66%.
Mark Eaton: 1.9% pre-transaction and post transaction 2.16%.
The first thing that comes to mind, executive chair and former CEO Mark Eaton aside (who actually used to visit the project and tried hard to make it work back then), is why these people didn't have any skin in the game before AEM's dumpage. Think about that one, yeah? The second is that the conversation between AEM and BSX must have been a lot of fun, along the lines of:
AEM: "We're selling out, up to you to decide if you want to do it in an orderly fashion or if we just dump on the open market."
BSX: "Right, here's a deal. We'll buy a third of them now, we'll find somebody else to mop up 15m, then give us two months leeway to work on the other half of your position because that way the stock price won't collapse immediately."
AEM: "Ok"
BSX: "Ok"

3) But then comes the absolute killer part, the jawdrop moment which reminds us all of the places not to do business in mining: Afghanistan, Kazakhstan and Bhartistan:

To facilitate the Supporting Directors with the foregoing purchases, the Company loaned them an aggregate amount of C$10 million.  Under the terms of the loans entered into with the Supporting Directors, Belo Sun will receive a per annum interest rate of LIBOR plus 1%, payable on each one-year anniversary of the loans. The principal amount of the loans will be due and payable, together with all accrued and unpaid interest thereon, on the date which is 24 months following the issuance of the loans.  Unsecured promissory notes have been entered into with each of the Supporting Directors for their respective loans.   

Yes indeed, shareholders of BSX: You have just lent money to the directors of BSX in order that they buy shares of your company. You cannot make this shit up.