Emp Metals Amends Agreement with Tembo FOR US$3 Million Loan Facility
Tel: 604-689-7422 208A - 980 West 1st Street, North Vancouver, BC V7P 3N4
1398-1693-1092.2
EMP METALS AMENDS AGREEMENT WITH TEMBO FOR US$3 MILLION
LOAN FACILITY
Vancouver, British Columbia, March 11, 2025 – EMP Metals Corp. (CSE: EMPS) (OTCQB: EMPPF)
(“EMP Metals” or the “Company”) is pleased to announce that it has entered into an amendment
(the “Amendment”) to the loan agreement dated November 25, 2024 (the “Loan Agreement”)
with Tembo Capital Holdings Guernsey Limited (“Tembo”), whereby Tembo provided the
Company with a non-revolving loan facility of US$3,000,000 with a maturity date of December
31, 2025 (the “Loan Facility”) for potential land payments and general working capital purposes,
in respect of which an aggregate of US$2,000,000 (the “Previous Drawdown Amounts”) was
drawn down by the Company prior to the drawdown deadline of December 31, 2024 (the
“Drawdown Deadline”). The Amendment extended the Drawdown Deadline to March 14, 2025
(the “Amended Drawdown Deadline”).
Under the Loan Facility, as amended by the Amendment, the Company will be able to draw down
a final tranche of US$1,000,000 (the “Final Drawdown Amount”) until the Amended Drawdown
Deadline. Interest will accrue at a rate of 13.5% per annum on any portion of the Previous
Drawdown Amounts and the Final Drawdown Amount owed by the Company for the duration it
remains outstanding.
For each portion of the Final Drawdown Amount (and interest thereon) that is not repaid by the
Company within fifteen (15) business days of such drawdown, the Company will pay to Tembo a
drawdown fee equal to US$20,000 for each US$1,000,000 (representing the Final Drawdown
Amount) owing by the Company (adjusted on a pro rata basis), which will be satisfied by the
issuance of 216,000 common share purchase warrants (the “Drawdown Fee Warrants”) (adjusted
on a pro rata basis). Each Drawdown Fee Warrant will be exercisable to acquire one (1) common
share in the capital of the Company (a “Common Share”) at an exercise price of CDN$0.35 per
Common Share for a period of two (2) years from issuance.
Existing Investment by Tembo
No securities of the Company were issued to Tembo or affiliates upon entry into the Amendment;
however, the entry into the Amendment represents a change in a material fact contained in
Tembo’s early warning reports dated November 27, 2024 and December 9, 2024 in respect of
the entry into the Loan Agreement and Tembo’s receipt of shareholder approval to become a
“Control Person” (as defined in the policies of the Canadian Securities Exchange) of the Company,
respectively.
Immediately prior to and following the entry into the Amendment, Tembo and its affiliates
beneficially owned and own, directly or indirectly, 22,585,680 Common shares and 14,821,250
Common Share purchase Warrants ("Warrants"), representing approximately 19.66% of the
Tel: 604-689-7422 208A - 980 West 1st Street, North Vancouver, BC V7P 3N4
1398-1693-1092.2
issued and outstanding Common Shares on a non-diluted basis and approximately 28.83% of the
issued and outstanding Common Shares on a partially diluted basis, which assumes the exercise
of the 14,821,250 Warrants.
The securities of the Company held by Tembo are held for investment purposes. Tembo may
acquire additional securities of the Company either on the open market, through private
acquisitions or sell the securities on the open market or through private dispositions in the future
depending on market conditions, general economic and industry conditions, the Company’s
business and financial condition, reformulation of plans and/or other relevant factors.
A copy of the early warning report in respect of the entry into the Amendment may be requested
from Tembo by mail at Fourth Floor, Plaza House, Admiral Park, St Peter Port, Guernsey GY1 2AL
and will be available under the Company’s SEDAR+ profile at www.sedarplus.ca.
The head office of Tembo is Fourth Floor, Plaza House, Admiral Park, St Peter Port, Guernsey GY1
2AL.
About EMP Metals
EMP Metals is a Canadian -based lithium exploration and development company focused on
large-scale resources using direct lithium extraction (DLE). EMP Metals currently holds 196,000
net (79,300 hectares) acres of Subsurface Dispositions and strategic wellbores in Southern
Saskatchewan. For more information, please go to the Company’s website at
www.empmetals.com
For more information, please contact:
Rob Gamley, President
Phone: 1-604-689-7422
Paul Schubach, COO
Phone: 1-306-519-8341
Forward-Looking Statements
Information set forth in this news release contains forward-looking statements that are based on
assumptions as of the date of this news release. These statements reflect management's current
estimates, beliefs, intentions and expectations. They are not gu arantees of future performance.
EMP Metals cautions that all forward -looking statements are inherently uncertain, and that
actual performance may be affected by a number of material factors, many of which are beyond
Tel: 604-689-7422 208A - 980 West 1st Street, North Vancouver, BC V7P 3N4
1398-1693-1092.2
EMP Metals’ control. Such factors include, among other things: risks and uncertainties relating
to EMP Metals' limited operating history, ability to obtain sufficient financing to carry out its
exploration and development objectives on its mineral properties, obtaining the necessary
permits to carry out its activities and the need to comply with environmental and governmental
regulations. Accordingly, actual and future events, conditions and results may differ materially
from the estimates, beliefs, intenti ons and expectations expressed or implied in the forward -
looking information. Except as required under applicable securities legislation, EMP Metals
undertakes no obligation to publicly update or revise forward-looking information.
The Canadian Securities Exchange has neither approved nor disapproved the information
contained herein and does not accept responsibility for the adequacy or accuracy of this news
release.