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AIF - Sprott Resource Corp.

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Risks Relating to Interest in Stonegate Agricom<br />

Commodity Prices<br />

The profitability of Stonegate Agricom’s operations will be dependent upon the market price of phosphate rock. Mineral<br />

prices fluctuate widely and are affected by numerous factors beyond the control of Stonegate Agricom. The level of<br />

interest rates, the rate of inflation, global and regional consumption patterns, the world supply of and demand for mineral<br />

commodities and the stability of exchange rates can all cause significant fluctuations in prices. Such external economic<br />

factors are in turn influenced by changes in international investment patterns, monetary systems and political<br />

developments. The effect of these factors cannot be accurately predicted. The price of mineral commodities has<br />

fluctuated widely in recent years and future price declines could cause commercial production to be impracticable, thereby<br />

having a material adverse effect on Stonegate Agricom’s business and financial condition.<br />

In addition to adversely affecting Stonegate Agricom’s mineral resource estimates and its financial condition, declining<br />

commodity prices can impact operations by requiring a reassessment of the feasibility of a particular project. Such a<br />

reassessment may be the result of a management decision or may be required under financing arrangements related to a<br />

particular project. Even if the project is ultimately determined to be economically viable, the need to conduct such a<br />

reassessment may cause substantial delays or may interrupt operations until the reassessment can be completed.<br />

The profitability of Stonegate Agricom’s mineral properties will also be dependent on the costs of consumables used in its<br />

operations. Profitability will be impacted by the cost of such consumables including fuel, energy, steel and other products<br />

required to be used in future operations.<br />

Current Global Financial Conditions<br />

Financial markets globally have been subject to increased volatility. Access to financing has been negatively impacted by<br />

liquidity crises and uncertainty with respect to sovereign defaults throughout the world. These factors may impact the<br />

ability of Stonegate Agricom to secure financing in the future and, if obtained, on terms favourable to Stonegate Agricom.<br />

Although there has been an improvement in market conditions since late 2009, if these levels of volatility and market<br />

turmoil continue, Stonegate Agricom may not be able to secure appropriate debt or equity financing, any of which could<br />

affect the trading price of Stonegate Agricom’s securities in an adverse manner.<br />

Stonegate Agricom is also exposed to liquidity risk in the event its cash positions decline or become inaccessible for any<br />

reason, or additional financing is required to advance its projects or growth strategy and appropriate financing is<br />

unavailable, or demand for phosphate falls. Any of these factors may impact the ability of Stonegate Agricom to obtain<br />

further equity based funding, loans and other credit facilities in the future and, if obtained, on terms favourable to<br />

Stonegate Agricom.<br />

Uncertainty of Additional Capital<br />

The exploration and development of Stonegate Agricom’s properties, including continuing exploration and development<br />

projects, the construction of mining facilities and commencement of mining operations and the growth of Stonegate<br />

Agricom, will require substantial additional financing. Stonegate Agricom has limited financial resources and has no<br />

source of operating income. Failure to obtain sufficient financing could result in a delay or indefinite postponement of<br />

exploration, development or production on any or all of Stonegate Agricom’s properties or even a loss of a property<br />

interest. An important source of funds available to Stonegate Agricom is through the sale of equity capital, properties,<br />

royalty interests or the entering into of joint ventures. Additional financing may not be available when needed or, if<br />

available, the terms of such financing might not be favourable to Stonegate Agricom and might involve substantial dilution<br />

to existing shareholders. Failure to raise capital when needed would have a material adverse effect on Stonegate<br />

Agricom’s business, financial condition and results of operations and ability to grow.<br />

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