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Banro Corporation - Reports

The following reports have been filed in the proceedings:

 First Report of the Monitor January 15, 2018

The Monitor's First Report is to inform the court of the following:

a) The activities of the Applicants and the Monitor since the commencement of the CCAA Proceedings;
b) The receipts and disbursements of the Applicants for the period December 18, 2017, to January 7, 2018;
c) The Applicants' revised and extended cash flow forecast for the period January 8 to April 29, 2018 (the "January 11 Forecast");
d) Matters relating to the Interim Facility;
e) The independent opinions prepared by counsel to the Monitor on the validity and enforceability of the various security interests granted by the Applicants (collectively, the "Security Opinion");
f) The Applicants' request for an Order (the "SISP Order") inter alia approving a sale and investment solicitation process (the "SISP") and authorizing each of the Applicants and the Monitor to perform their obligations thereunder and the Monitor's recommendation thereon and
g) The Applicants' request for an Order (the "Charge Priority and Stay Extension Order") inter alia:
i) Providing priority for the Administration Charge, the DIP Lenders' Charge and the Directors' Charge (collectively, the "CCAA Charges") over all other security interests, trusts, liens, charges and encumbrances, claims of secured creditors, statutory or otherwise in favour of any Person over the Property; and
ii) Extending the Stay Period to March 30, 2018.

 
 Pre-Filing Report of the Proposed Monitor December 22, 2017

Pre-filing Report of the Proposed Monitor ("Pre-Filing Report") in respect of an application seeking an order providing, inter alia, a stay of proceedings in respect of Banro Corporation, Banro Group (Barbados) Limited, Banro Congo (Barbados) Limited, Namoya (Barbados) Limited, Lugushwa (Barbados) Limited, Twangiza (Barbados) Limited, and Kamituga (Barbados) Limited (the "Applicants") until January 19, 2018. The Pre-Filing Report includes:

a) The qualifications of FTI Consulting to act as Monitor and an overview of the involvement of FTI Consulting and its affiliates with the Applicants to date;
b) The state of the business and affairs of the Applicants and the causes of their financial difficulty and insolvency;
c) The status of the independent opinions being prepared by counsel to the Proposed Monitor (collectively, the "Security Opinion") on the validity and enforceability of the various security interests granted by the Applicants;
d) The Applicants' weekly cash flow forecast to April 1, 2018 (the "December 21 Forecast");
e) The Applicants' request, and the Proposed Monitor's recommendation thereon, for:
i) Approval of the Interim Financing Term Sheet dated as of December 21, 2017 (the "Interim Financing Term Sheet") between the Banro Group, Gramercy Funds Management LLC, as agent for and on behalf of the funds and accounts for which it acts as investment manager or advisor as identified on its signature page to the Interim Financing Term Sheet (collectively, "Gramercy") and Baiyin International Investment Limited and affiliates thereof within the direct or indirect control of Baiyin Nonferrous Group Company, Limited (collectively "Baiyin") (Gramercy and Baiyin in their capacities as lenders under the Interim Financing Term Sheet together being the "Interim Lenders") providing an interim financing facility of up to US$20 million (the "Interim Facility"); and
(ii) The granting of a charge securing the Interim Financing Obligations, as defined in the Interim Financing Term Sheet (the "DIP Lender's Charge");
(f) The Applicants' request for approval of a charge in the amount of US$3.2 million (the "D&O Charge") securing the indemnification by the Applicants of their directors and officers against obligations and liabilities that they may incur as directors or officers of the Applicants after the commencement of the CCAA Proceedings, except to the extent that, with respect to any individual, the obligation or liability was incurred as a result of the individual's gross negligence or wilful misconduct and the Proposed Monitor's recommendation thereon; and
(g) The Applicants' request for approval of a charge in the amount of C$1.5 million (the "Administration Charge") securing the fees and expenses of the Monitor and legal counsel to the Monitor (the "Monitor's Counsel") and the legal counsel of the Applicants (the "Applicants' Counsel") and the Proposed Monitor's recommendation thereon.

 

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