Metalla Increases Convertible Debt Facility by $20 Million
Metalla Increases Convertible Debt Facility by
$20 Million
TSXV:
MTA
NYSE AMERICAN:
MTA
Unless otherwise specified, all references to dollars set forth herein shall mean Canadian dollars.
VANCOUVER, BC
,
July 29, 2020
/CNW/ -
Metalla Royalty & Streaming Ltd. ("
Metalla
" or the
"
Company
") (NYSE American: MTA) (TSXV: MTA) is pleased to announce it has entered into an
amendment and restatement agreement (the "
Amendment
") with respect to its Convertible Loan
Facility ("
Loan Facility
") with Beedie Capital to fund acquisitions of new royalties and streams.
Brett Heath
, President & CEO of Metalla commented, "We are thrilled to expand our productive
and mutually beneficial relationship with Beedie Capital as a cornerstone investor as we continue
to grow our business. Beedie Capital has been an extremely supportive shareholder of Metalla,
and we look forward to deploying our expanded and enhanced facility on future accretive royalty
and streaming transactions."
David Bell
, Managing Director of Beedie Capital commented, "We have had a great experience
working with Metalla and are very excited to expand our partnership. Brett and the team have
continued to deliver on a repeatable and scalable strategy of acquiring highly accretive royalties
and streams over high growth projects with top tier counterparties. We look forward to supporting
the acceleration and growth of their business."
HIGHLIGHTS OF THE AMENDMENT
Increases Beedie Capital's cumulative committed capital into Metalla to over
$32M
;
The initial Loan Facility included a
$12M
loan facility, of which
$7M
was previously drawn by
Metalla, and
$5M
remained available;
Beedie Capital has agreed to convert
$6M
out of the
$7M
drawn on the initial Loan Facility at a
price of
$5.56
per Metalla share (the "
Conversion
") in accordance with the conversion rights
provided for in the initial Loan Facility;
The remaining
$1M
outstanding will be subject to conversion in accordance with the
Amendment;
The remaining
$5M
available from the initial Loan Facility will be drawn by Metalla concurrent
with the Conversion and the conversion price of such amount will be re-priced from
$5.56
to
$9.90
per Metalla share;
The new conversion price represents a 78% premium to the initial conversion price and a
27% premium to the 30-day volume-weighted average price ("
VWAP
") of the Metalla
shares on the TSXV;
The Loan Facility will be increased by an aggregate of
$20M
made available to Metalla to fund
one or more future acquisitions;
All future advances from the additional
$20M
will have a minimum amount of
$2.5M
and its own
conversion price based on the 30-day VWAP on the date of such advance;
If for a period of 30 consecutive trading days the 30-day VWAP is at a 50% premium above any
or all of the conversion prices, Metalla may elect to convert the principal amount outstanding
under the Loan Facility at the respective conversion prices;
Reduced standby fee on all undrawn funds available in Loan Facility will bear an interest rate of
1.5% per annum (previously it was 2.5%);
The interest rate on all drawn funds remains at 8.0% per annum.
The transaction is subject to customary closing conditions, including obtaining the requisite TSXV and
NYSE American LLC approvals, and is expected to close on or before
August 7
, 2020.
ADVISORS AND COUNSEL
PI Financial Corp. acted as financial advisor, and DLA Piper (
Canada
) LLP and Dorsey & Whitney
LLP acted as legal counsel for Metalla. McCarthy Tetrault LLP acted as legal counsel for Beedie
Capital.
ABOUT BEEDIE CAPITAL
Beedie Capital is the family office investment arm of Beedie, the largest private industrial owner,
developer, and property manager in Western Canada. Beedie Capital partners with ambitious
operators of high-growth public and private companies across a variety of industry sectors in
North
America
. Please visit
www.beedie.ca/capital
for more information.
ABOUT METALLA
Metalla was created to provide shareholders with leveraged precious metal exposure by acquiring
royalties and streams. Our goal is to increase share value by accumulating a diversified portfolio of
royalties and streams with attractive returns. 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.
For further information, please visit our website at
www.metallaroyalty.com
.
ON BEHALF OF METALLA ROYALTY & STREAMING LTD.
(signed) "Brett Heath"
President and CEO
Neither the TSXV nor it's 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
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 and information include, but are not limited to, statements with respect to the
potential acquisition of new royalties and streams from the proceeds of the Loan Facility, the
closing date of the transaction, stock exchange acceptance, future draws and conversions under
the Loan Facility, the productivity and benefits derived from the relationship between Metalla and
Beedie future development, production, recoveries, cash flow and other anticipated or possible
future developments at the properties on which the Company currently holds royalty and stream
interests or relating to the companies owning or operating such properties; and the potential for
Metalla to become one of the leading gold and silver companies for the next commodities cycle.
Forward-looking statements and information 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 and information 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: the risk that
the parties may be unable to satisfy the closing conditions for the contemplated transactions or that
the transactions may not be completed; 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; use of proceeds; 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
information except as required by applicable law. Such forward-looking information represents
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 or information.
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 07:00e 29-JUL-20