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2013

Pinetree Capital Announces Debentureholder Approval Of Convertible Debenture Amendments

*** NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE U.S. ***

Toronto, Canada (September 10, 2013) – Pinetree Capital Ltd. (“Pinetree”) (TSX: PNP; PNP.DB) announces that holders (“Debentureholders”) of approximately 85% of the outstanding principal amount of the company’s 8.0% convertible unsecured subordinated debentures due May 31, 2016 (the “Debentures”) have approved in writing the proposed amendments to the terms of the Debentures.  In accordance with the convertible debenture indenture governing the Debentures, the amendments have therefore been validly approved and the extraordinary meeting of Debentureholders that was to be held on September 12, 2013 in respect of the amendments has been cancelled.

The Debenture amendments:

  • increase the interest rate payable on the Debentures from 8.0% to 10.0% per annum, effective as of November 30, 2013;
  • amend one of the debt covenants (the “Covenant”) in the indenture governing the Debentures to provide that, for a period of nine months, Pinetree’s debt-to-assets ratio cannot exceed 50%, rather than the current 33% limit; and
  • waive any event of default resulting from a breach of the Covenant that occurred prior to the date of the amendments.

Pinetree and the trustee under the convertible debenture indenture governing the Debentures will proceed to execute a second supplemental indenture giving effect to the amendments as of September 12, 2013.

Each Debentureholder that approved the amendments is entitled to receive a consent fee equal to $60 for each $1,000 principal amount of Debentures owned by the Debentureholder that was voted in favour of the amendments, provided that the Debentureholder has properly completed and submitted a Consent Fee Election Form to Equity Financial Trust Company by November 30, 2013.  The consent fee will paid in common shares of Pinetree to each eligible Debentureholder who elected to receive common shares in lieu of a cash payment, in a properly completed Consent Fee Election Form submitted to Equity Financial Trust Company by 11:00 a.m. on September 10, 2013.  Pinetree will pay the consent fee to eligible Debentureholders as soon as practicable following confirmation of their entitlements.

About Pinetree
Pinetree was incorporated under the laws of the Province of Ontario and its shares are publicly-traded on the Toronto Stock Exchange under the symbol “PNP”. Pinetree is a diversified investment and venture capital firm focused on the small cap market.  Pinetree’s investments are primarily in the resources sector: Precious Metals, Base Metals, Oil and Gas, Potash, Lithium and Rare Earths, Uranium and Coal.  Pinetree’s investment approach is to develop a macro view of a sector, build a position consistent with the view by identifying micro-cap opportunities within that sector, and devise an exit strategy designed to maximize our relative return in light of changing fundamentals and opportunities. Pinetree is recognized as a value-added partner in the resource industry.

Sheldon Inwentash, CPA, CA.
Chairman & CEO  
Pinetree Capital Ltd.

Gerry Feldman, CPA, CA.  
CFO & Vice President, Corporate Development  
Pinetree Capital Ltd.
Phone: 416-643-3884
Email: feldman@pinetreecapital.com
Investor Relations:

Richard Patricio, LL.B.
Vice President, Legal and Corporate Affairs
Pinetree Capital Ltd.
130 King Street West, Suite 2500
Toronto, Ontario, Canada, M5X 2A2
Phone: 416-941-9600
Email: ir@pinetreecapital.com
Website: www.pinetreecapital.com
©Copyright 2012 Pinetree Capital Ltd.