SouthGobi Resources Ltd. (SouthGobi) disclosed that JD Zhixing Fund L.P. (JDZF), holder of the company’s USD250 million convertible debenture issued on 19 November 2009 and its largest shareholder, has assigned USD19 million in payment-in-kind (PIK) interest to Od Sar Trading Co. Limited.

Under the convertible debenture and related deferral agreements, Od Sar can choose to settle the USD19 million by receiving new SouthGobi common shares. The number of shares will be calculated using the 50-day volume-weighted average price (VWAP) on the payment date.

Illustrative impact: assuming conversion on the announcement date, the 50-day VWAP of CAD0.327 per share and a Bank of Canada CAD/USD rate of 0.7069 imply the issuance of approximately 82.14 million new shares, equal to 21.66% of SouthGobi’s current outstanding shares.

The assignment does not alter the existing deferral arrangement, which sets 31 August 2027 as the payment due date for the PIK interest.

SouthGobi stated it will issue a further announcement once the share conversion is executed and reiterated that shareholders and potential investors should exercise caution when dealing in the company’s securities.