Metalla Establishes an At-The-Market Equity Program
Metalla Establishes an At-The-Market Equity
Program
TSXV:
MTA
NYSE AMERICAN:
MTA
Unless otherwise specified, all references to dollars set forth herein shall mean United States
dollars.
VANCOUVER, BC
,
Sept. 4, 2020
/CNW/ -
Metalla Royalty & Streaming Ltd. ("
Metalla
" or the
"
Company
") (TSXV: MTA) (NYSE American: MTA) is pleased to announce that it has entered into
an equity distribution agreement (the "
Distribution Agreement
") with a syndicate of agents
(collectively, the "
Agents
") including BMO Nesbitt Burns Inc. (the "
Lead
Canadian Agent
"),
Cormark Securities Inc. and Eight Capital, as the Canadian agents, and BMO Capital Markets
Corp. (the "
Lead
U.S. Agent
") and Cormark Securities (
USA
) Limited, as
the United States
agents,
to establish an at-the-market equity program (the "
ATM Program
").
The Company may distribute up to
US$20
million (or the equivalent in Canadian dollars) of common
shares of the Company (the "
Offered Shares
") under the ATM Program. The Offered Shares will
be issued by the Company to the public from time to time, through the Agents, at the Company's
discretion. The Offered Shares sold under the ATM Program, if any, will be sold at the prevailing
market price at the time of sale.
The net proceeds of any such sales will be used to finance the future purchase of streams and
royalties by the Company and for general working capital purposes. The Company anticipates that it
will use the flexibility and availability of the ATM Program to finance small transactions, and the
amended Beedie Convertible Loan Facility for larger transactions.
Under the Distribution Agreement, sales of Offered Shares will be made by the Agents through "at-
the-market distributions" as defined in National Instrument 44-102 –
Shelf Distributions
on the TSX
Venture Exchange, NYSE American LLC or any other trading market for the Offered Shares in
Canada
or
the United States
. The Company is not obligated to make any sales of Offered Shares
under the Distribution Agreement. Unless earlier terminated by the Company or the Agents as
permitted therein, the Distribution Agreement will terminate upon the earlier of (a) the date that the
aggregate gross sales proceeds of the Offered Shares sold under the ATM Program reaches the
aggregate amount of
US$20 million
(or the equivalent in Canadian dollars); or (b)
June 1, 2022
.
The ATM Program is being made pursuant to a prospectus supplement to the Company's short form
base shelf prospectus dated
May 1, 2020
and U.S. registration statement on Form F-10 filed
April
29, 2020
, as amended on
May 1, 2020
. The prospectus supplement relating to the ATM Program
has been filed with the securities commissions in each of the provinces of
Canada
and with the
United States Securities and Exchange Commission. Copies of the prospectus supplement, the
Distribution Agreement and other relevant documents are available on SEDAR at
www.sedar.com
and EDGAR at
www.sec.gov
. Alternatively, the Lead Canadian Agent will send copies of such
documents to Canadian investors upon request by contacting the Lead Canadian Agent at BMO
Nesbitt Burns Inc. by mail at Brampton Distribution Centre, 9195 Torbram Road,
Brampton, Ontario
,
L6S 6H2, attn: The Data Group of Companies, by email at
or by
telephone at 905-791-3151 ext. 4312 and the Lead U.S. Agent will send copies of such documents
to
United States
investors upon request by contacting the Lead U.S. Agent at BMO Capital Markets
Corp. by mail at 3 Times Square, 25th Floor,
New York, NY
10036, attn: Equity Syndicate, by email
at
or by telephone at 800-414-3627.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities,
nor will there be any sale of, the securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful.
ABOUT METALLA
Metalla is a precious metals royalty and streaming company. Metalla provides shareholders with
leveraged precious metal exposure through a diversified and growing portfolio of royalties and
streams. Our strong foundation of current and future cash-generating asset base, combined with an
experienced team gives Metalla a path to become one of the leading gold and silver companies for
the next commodities cycle.
ON BEHALF OF METALLA ROYALTY & STREAMING LTD.
(signed)
"Brett Heath" President
and CEO
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the
Exchange) accept responsibility for the adequacy or accuracy of this release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This news release contains "forward-looking information" and "forward-looking statements"
(collectively, "forward-looking statements"), within the meaning of applicable Canadian and
United
States
securities legislation. 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 news release include, but are not
limited to, statements with respect to the Offered Shares sold under the ATM Program; and the use
of proceeds from any such sale of Offered Shares. Forward-looking statements are based on
forecasts of future results, estimates of amounts not yet determinable and assumptions that, while
believed by management to be reasonable, are inherently subject to significant business,
economic and competitive uncertainties, and contingencies. Forward-looking statements are
subject to various known and unknown risks and uncertainties, many of which are beyond the
ability of Metalla to control or predict, that may cause Metalla'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: Metalla may not sell any of the Offered Shares or may raise less than
the maximum offering amount under the ATM Program; management has broad discretion in the
use of proceeds from the ATM Program; compliance with regulatory requirements; risks
associated with the impact of general business and economic conditions; the absence of control
over mining operations from which Metalla will purchase precious metals or from which it will
receive stream or royalty payments and risks related to those mining operations, including risks
related to international operations, government and environmental regulation, delays in mine
construction and operations, actual results of mining and current exploration activities, conclusions
of economic evaluations and changes in project parameters as plans are refined; problems related
to the ability to market precious metals or other metals; industry conditions, including commodity
price fluctuations, interest and exchange rate fluctuations; interpretation by government entities of
tax laws or the implementation of new tax laws; regulatory, political or economic developments in
any of the countries where properties in which Metalla holds a royalty, stream or other interest are
located or through which they are held; risks related to the operators of the properties in which
Metalla holds a royalty or stream or other interest, including changes in the ownership and control
of such operators; risks related to global pandemics, including the novel coronavirus (COVID-19)
global health pandemic, and the spread of other viruses or pathogens; influence of
macroeconomic developments; business opportunities that become available to, or are pursued by
Metalla; reduced access to debt and equity capital; litigation; title, permit or license disputes
related to interests on any of the properties in which Metalla holds a royalty, stream or other
interest; the volatility of the stock market; competition; future sales or issuances of debt or equity
securities; dividend policy and future payment of dividends; liquidity; market for securities;
enforcement of civil judgments; and risks relating to Metalla potentially being a passive foreign
investment company within the meaning of U.S. federal tax laws; and the other risks and
uncertainties disclosed under the heading "Risk Factors" in the Company's most recent annual
information form, annual report on Form 40-F and other documents filed with or submitted to the
Canadian securities regulatory authorities on the SEDAR website at
www.sedar.com
and the U.S.
Securities and Exchange Commission on the EDGAR website at
www.sec.gov
. Metalla undertakes
no obligation to update forward-looking statements except as required by applicable law. Such
forward-looking statements represent management's best judgment based on information currently
available. No forward-looking statement can be guaranteed, and actual future results may vary
materially. Accordingly, readers are advised not to place undue reliance on forward-looking
statements.
SOURCE
Metalla Royalty and Streaming Ltd.
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%SEDAR: 00005157E
For further information:
Metalla Royalty & Streaming Ltd., Brett Heath, President & CEO, Phone:
604-696-0741, Email: [email protected]; Kristina Pillon, Investor Relations, Phone: 604-908-
1695, Email:
[email protected], Website: www.metallaroyalty.com
CO: Metalla Royalty and Streaming Ltd.
CNW 17:09e 04-SEP-20