Vancouver, British Columbia--(Newsfile Corp. - February 28, 2023) - Beedie Investments Limited (the "Beedie") has entered into an amendment to the credit agreement dated July 28, 2022 (the "Credit Agreement") with Integra Resources Corp. ("Integra") pursuant to which Beedie agreed to loan up to US$20 million (the "Loan Facility") to Integra.
Beedie and Integra agreed to, conditional on the closing of the business combination transaction involving Integra and Millennial Precious Metals Corp. (the "Transaction"), amend the terms of the Loan Facility (the "Amendment") to: (i) modify the conversion price on the initial advance of US$10 million (the "Initial Advance") from Cdn$1.22 per common share (the "Common Shares") to a 35% premium to the issue price of Integra's bought deal private placement offering of subscription receipts (the "Subscription Receipt Financing"), which is anticipated to be issued at Cdn$0.70 per subscription receipt; and (ii) to increase the effective interest rate of the Loan Facility from 8.75% to 9.25 per annum on advanced funds, which interest continues to be accrued for the first twenty-four (24) months from the date of the Loan Facility, payable quarterly either in shares or in cash, at Integra's election. Beedie has provided their consent for the Transaction under the Loan Facility, subject to the satisfaction of certain conditions precedent by Integra including, amongst other things, the completion of the Subscription Receipt Financing and the Transaction. In connection with the foregoing, Integra also granted Beedie or any of its affiliates the right to participate in the Subscription Receipt Financing to purchase up to US$2 million of subscription receipts, at the option and sole discretion of Beedie.
Immediately prior to entering into the Amendment and assuming conversion in full of the Initial Advance into Common Shares in accordance with the terms of the Credit Agreement at Cdn$1.22 per Common Share and using the Bank of Canada's Canadian dollar / U.S. dollar daily average exchange rate on February 24, 2023 of Cdn$1.3622/ US$1.00, Beedie, directly or indirectly, would own or control a total of 17,234,778 Common Shares, representing approximately 18.95% of the issued and outstanding Common Shares on a partially diluted basis.
Immediately following the entering into the Amendment and assuming conversion in full of the Initial Advance into Common Shares in accordance with the terms of the Credit Agreement at Cdn$0.945 per Common Share (being a 35% premium to the anticipated issue price of the Subscription Receipt Financing of $0.70 per subscription receipt) and using the Bank of Canada's Canadian dollar / U.S. dollar daily average exchange rate on February 24, 2023 of Cdn$1.3622/ US$1.00), Beedie, directly or indirectly, would own or control a total of 20,484,019 Common Shares, representing approximately 21.75% of the issued and outstanding Common Shares on a partially diluted basis. Assuming conversion in full of the entire Loan Facility into Common Shares in accordance with the terms of the Credit Agreement (assuming that all subsequent advances under the Loan Facility are converted into Common Shares at a conversion price of $0.936 per share, representing a 20% premium above $0.78 per share, being the closing price of the Common Shares on the TSX Venture Exchange as of February 24, 2023, and using the Bank of Canada's Canadian dollar / U.S. dollar daily average exchange rate on February 24, 2023 of Cdn$1.3622/ US$1.00), the Beedie, directly or indirectly, would own or control a total of 35,037,438 Common Shares, representing approximately 32.22% of the issued and outstanding Common Shares on a partially diluted basis. The actual number of Common Shares issuable pursuant to the conversion of any subsequent advances under the Loan Facility will depend upon the 30-day VWAP of the Common Shares on the TSX Venture Exchange and the Canadian dollar / U.S. dollar exchange rate applicable at the time.
All of the securities held by Beedie in Integra, including the Common Shares and the Credit Agreement, are being held for investment purposes. Beedie may in the future take such actions in respect of its Integra securityholdings as it deems appropriate in light of the market circumstances then existing, including the potential purchase of additional shares of Integra through open market purchases or privately negotiated transactions, or the sale of all or a portion of such holdings in the open market or in privately negotiated transactions to one or more purchasers, or Beedie may continue to hold its current positions.
A copy of the early warning report relating to the Credit Agreement will be available under Integra's profile on SEDAR at www.sedar.com, and may also be obtained by contacting Beedie Investments Limited at 604-435-3321. Beedie's head office is located at 3030 Gilmore Diversion, Burnaby, British Columbia, V5G 3B4.
Neither 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 news release.
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