24 Aug Tethyan and Adriatic Metals Plc Announce Increase to Loan from Adriatic Metals Plc
TETHYAN AND ADRIATIC METALS PLC ANNOUNCE INCREASE TO LOAN FROM ADRIATIC METALS PLC
August 24, 2020 – Vancouver, B.C. – Tethyan Resource Corp. (TSX-V: TETH) (“Tethyan”) and Adriatic Metals Plc (“Adriatic“) are pleased to announce that Adriatic, Tethyan and one of its subsidiaries have entered into an amendment (the “Amendment“) to the secured convertible loan agreement dated May 10, 2020 (the “Loan”) between the parties. Pursuant to the Amendment, Adriatic agreed to advance to Tethyan an additional €500,000, bringing the total principal amount of the Loan from Adriatic to €1,800,000. Tethyan has submitted a borrowing request for the full amount of the advance, and it is expected to be made on or before August 28, 2020.
Proceeds from the additional advance will be used for exploration and drilling expenses on Tethyan’s Kizevak and Sastavci properties, reasonable expenses incurred in the ordinary course of business, and expenses in connection with the plan of arrangement with Adriatic (the “Arrangement”).
Key terms of the Loan, as amended, include the following:
- Interest rate of 10% per annum, compounding monthly;
- Repayment due on the earliest of May 10, 2021, the termination of the Arrangement and the completion of the Arrangement;
- Conversion of the initial €1,300,000 at the option of Adriatic at any time following the termination of the Arrangement into common shares of Tethyan at a price of C$0.15 per share, and the additional €500,000 at a price of C$0.40 per share, with the conversion price applicable to any accrued interest being the market price (as defined by the TSX Venture Exchange) on the day immediately preceding any conversion date;
- Security over Tethyan’s Serbian assets; and
- Other such terms as are customary for a convertible loan of this nature.
The Amendment to the Loan is subject to final acceptance of the TSX Venture Exchange. If any shares are issued in connection with the amendment to the Loan, they will be subject to a four month and one day hold period commencing from the date of advance.
Further to Adriatic’s news release dated May 11, 2020, the following information is being provided by Adriatic pursuant to Section 3.1 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Requirements (“NI 62-103”).
Prior to the Amendment, Adriatic was deemed to have control and direction and beneficial ownership of 13,086,666 common shares of Tethyan, representing 14.1% of the then issued and outstanding common shares of Tethyan underlying its conversion rights under the Loan with respect to €1,300,000 of the aggregate principal amount thereunder. As a result of the Amendment and on advance of an additional €500,000 (C$755,000) to Tethyan thereunder, Adriatic’s conversion rights would entitle it to acquire control and direction and beneficial ownership of an additional 1,887,500 common shares, representing a further 2.0% of the then issued and outstanding common shares of Tethyan, which together with its conversion rights prior to the Amendment would entitle it to acquire control and direction and beneficial ownership of 14,974,166 common shares, representing a total of 15.8% of the then issued and outstanding common shares of Tethyan.
The foregoing percentages are based upon 79,994,867 common shares of Tethyan issued and outstanding as of the date hereof and amounts under the loan have been converted from Euros to Canadian dollars at an exchange rate of 1.51 Euros per Canadian dollar. An early warning report will be filed by Adriatic pursuant to NI 62-103 on SEDAR at www.sedar.com under the profile for Tethyan.
ABOUT TETHYAN RESOURCE CORP.
Tethyan Resource Corp. is a precious and base metals mineral exploration focused on the Tethyan Metallogenic Belt in Eastern Europe, mainly Serbia.
ABOUT ADRIATIC METALS PLC
Adriatic Metals Plc is a precious and base metals explorer and developer that owns the polymetallic Vares project in Bosnia & Herzegovina.
President & CEO
|Adriatic Metals Plc
Managing Director & CEO
Ground Floor, Regent House
65 Rodney Road
Certain information contained herein constitutes forward-looking information or statements (“forward looking statements”) under applicable securities legislation and rules. Such statements include, but are not limited to, statements with respect to the anticipated completion of the Arrangement. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Tethyan and/or Adriatic to be materially different from those expressed or implied by such forward-looking statements, including, but not limited to: (i) anticipated use of proceeds of the Loan as amended; and (ii) completion or termination of the Arrangement. Although management of Tethyan and Adriatic have attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate. Accordingly, readers should not place undue reliance on forward-looking statements. Tethyan will not update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws. Adriatic cautions readers not to place undue reliance on these forward-looking statements and it does not undertake any obligation to revise and disseminate forward-looking statements to reflect events or circumstances after the date hereof, or to reflect the occurrence of or non-occurrence of any events.
TSX VENTURE EXCHANGE DISCLAIMER
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.