UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or
15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of March, 2018.
Commission File Number 001-32399
BANRO CORPORATION
(Translation of registrants name into English)
1 First Canadian Place
100 King Street West, Suite
7005
Toronto, Ontario, Canada M5X 1E3
(Address of principal
executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F
Form 20-F[ x ] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):[ ]
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):[ ]
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrants home country), or under the rules of the home country exchange on which the registrants securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrants security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BANRO CORPORATION | |
/s/ Rory J. Taylor | |
Date: March 28, 2018 | Rory J. Taylor |
Chief Financial Officer |
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INDEX TO EXHIBITS
99.1 | News release dated March 27, 2018 |
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PRESS RELEASE |
Banro Announces Court Approval of Recapitalization Plan
Toronto, Ontario, March 27, 2018 Banro Corporation (Banro or the Company) and its Barbados-based subsidiaries (collectively, the Companies and together with the subsidiaries in the Democratic Republic of the Congo (the DRC), the Banro Group) are pleased to announce that the Ontario Superior Court of Justice (Commercial List) (the Court) has sanctioned the Companies Amended Consolidated Plan of Compromise and Reorganization (the Recapitalization Plan). The Companies are now working towards satisfying conditions precedent and closing the recapitalization transaction as soon as possible.
The Courts sanction of the Recapitalization Plan is a key step towards its implementation and the Companies emergence from protection under the Companies' Creditors Arrangement Act (CCAA). The Recapitalization Plan represents the best alternative for the long-term interests of the Banro Group which significantly reduces debt, improves liquidity, and allows the Banro Group to continue ongoing operations in the DRC.
A copy of the Recapitalization Plan and materials related thereto are available on the Monitors website at http://cfcanada.fticonsulting.com/banro/ and on SEDAR. Banro will continue to provide updates as developments warrant.
Banro Corporation is a Canadian gold mining company focused on production from the Twangiza and Namoya mines, which began commercial production in September 2012 and January 2016 respectively. Banros longer-term objectives include the development of two additional major, wholly-owned gold projects, Lugushwa and Kamituga. The four projects, each of which has a mining license, are located along the 210 kilometres long Twangiza-Namoya gold belt in the South Kivu and Maniema Provinces of the DRC. All business activities are followed in a socially and environmentally responsible manner.
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Cautionary Note Concerning Forward-Looking Statements
This press release contains forward-looking statements. All
statements, other than statements of historical fact, that address activities,
events or developments that the Company believes, expects or anticipates will or
may occur in the future (including, without limitation, statements regarding the
CCAA proceedings, the restructuring process, the Companys liquidity and ability
to meet payment obligations and the timing of meeting such payment obligations,
the Companys intentions for the future of its business operations and long-term
strategy, and the Companys commitment to its employees and suppliers) are
forward-looking statements. These forward-looking statements reflect the current
expectations or beliefs of the Company based on information currently available
to the Company. Forward-looking statements are subject to a number of risks and
uncertainties that may cause the actual results of the Company to differ
materially from those discussed in the forward-looking statements, and even if
such actual results are realized or substantially realized, there can be no
assurance that they will have the expected consequences to, or effects on the
Company. Factors that could cause actual results or events to differ materially
from current expectations include, among other things, the possibility that the
Company will be unable to implement the restructuring. In addition, actual
results or events could differ materially from current expectations due to
instability in the eastern DRC where the Companys mines are located; political
developments in the DRC; uncertainties relating to the availability and costs of
financing or other appropriate strategic transactions; uncertainty of estimates
of capital and operating costs, production estimates and estimated economic
return of the Companys projects; the possibility that actual circumstances will
differ from the estimates and assumptions used in the economic studies of the
Companys projects; failure to establish estimated mineral resources and mineral
reserves (the Companys mineral resource and mineral reserve figures are
estimates and no assurance can be given that the intended levels of gold will be
produced); fluctuations in gold prices and currency exchange rates; inflation; gold recoveries being less than expected; changes in capital
markets; lack of infrastructure; failure to procure or maintain, or delays in
procuring or maintaining, permits and approvals; lack of availability at a
reasonable cost or at all, of plants, equipment or labour; inability to attract
and retain key management and personnel; changes to regulations affecting the
Company's activities; the uncertainties involved in interpreting drilling
results and other geological data; and the other risks disclosed under the
heading "Risk Factors" and elsewhere in the Company's annual report on Form 20-F
dated April 2, 2017 filed on SEDAR at www.sedar.com and EDGAR at www.sec.gov.
Any forward-looking statement speaks only as of the date on which it is made
and, except as may be required by applicable securities laws, the Company
disclaims any intent or obligation to update any forward-looking statement,
whether as a result of new information, future events or results or otherwise.
Although the Company believes that the assumptions inherent in the
forward-looking statements are reasonable, forward-looking statements are not
guarantees of future performance and accordingly undue reliance should not be
put on such statements due to the inherent uncertainty therein. The
forward-looking statements contained in this press release are expressly
qualified by this cautionary note.
For further information, please visit our website at www.banro.com, or contact Investor Relations at: |
+1 (416) 366-2221 |
+1-800-714-7938 |
info@banro.com. |