TSXV: NOVR
OTCQB: NOVRF
Further to the announcement on
- to increase the principal amount of the existing convertible loan agreement Beedie has with Metalla (the "Metalla Convertible Loan") from
C$25 million toC$50 million ; - Metalla to drawdown the following amounts (the "Initial Drawdown"):
C$16.4 million (convertible at a conversion price ofC$6.00 per common share of Metalla (each, a "Metalla Share")), to refinance the principal outstanding under the Metalla Convertible Loan, and the principal outstanding under the convertible loan agreement Beedie has with Nova (the "Nova Convertible Loan");- an amount equal to the aggregate interest and fees outstanding under the Nova Convertible Loan and the existing Metalla Convertible Loan (with interest to be convertible at the market price of a Metalla Share on the
TSX Venture Exchange (the "TSXV") as of the Closing Date, and with the unpaid fees being non-convertible); and - an amount equal to the amendment fee of approximately C$0.1 million, plus certain expenses of Beedie.
- interest on the principal will accrue at a rate of 10% per annum for 18 months following the Closing Date;
- standby fee (1.5% per annum), commitment fee (1% on any subsequent advance (not on Initial Drawdown)), make whole fee (entitling Beedie to earn a minimum of 12 months interest on each advance) and default interest rate (14% per annum) remain the same; and
- existing security arrangements will be updated to reflect security to be provided by Nova and its subsidiaries and to reflect developments in Metalla's business.
Concurrent with the closing of the Transaction, it is anticipated that Metalla will draw down the Initial Drawdown under the CLA and pay out and discharge all obligations under the Nova Convertible Loan and the Nova Convertible Loan will be terminated.
The effectiveness of the CLA and the Initial Drawdown are subject to, among other things, completion of the Transaction, final acceptance by the TSXV and approval by the
ON BEHALF OF NOVA ROYALTY CORP.,
(signed) "Hashim Ahmed"
Interim Chief Executive Officer
Phone: (647) 970-4113
Website: www.novaroyalty.com
Neither the
This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation (collectively referred to herein as "forward-looking statements"). The forward-looking statements herein are made as of the date of this press release only, and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budgets", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements in this press release include: effectiveness of the CLA and the Initial Drawdown at the closing of the Transaction, including the satisfaction of the conditions to effectiveness and the termination of the Nova Convertible Loan; and the completion of the Transaction. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of Nova to control or predict, that may cause Nova's actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein, including, but not limited to, the CLA and the Initial Drawdown not being effective on closing of the Transaction or the Nova Convertible Loan not being terminated; all conditions to completion of the Transaction not being satisfied or waived and the Transaction not being completed as anticipated; and the risk factors set out under the heading "Risk Factors" in the Company's annual information form dated
SOURCE
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