Spark Energy Announces Warrant Repricing
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SPARK ENERGY MINERALS INC.
For Immediate Release
SPARK ENERGY ANNOUNCES WARRANT REPRICING
Vancouver, B.C. – May 7, 2025 – Spark Energy Minerals Inc. (“Spark Energy” or the “Company”) (CSE:
SPRK, OTC: SPARF, Frankfurt: 8PC ) is pleased to announce that it intends to amend the exercise price of
15,000,0000 unlisted common share purchase warrants of the Company (the “Eligible Warrants”) which were
issued as part of the Company’s acquisition of Tristar Energy Corp which closed on March 15, 2024 . The
Warrants are currently exercisable for one common share of the Company (each a “Common Share”) at a
price of $0.15 per Common Share, and expire on March 15, 2026, at 4:30 p.m. (Vancouver time).
The Company intends to amend the exercise price to $0.072 (the “Warrant Repricing”) following receipt of
Canadian Securities Exchange (the “Exchange”) acceptance. All other terms of the Eligible Warrants will
remain the same, including the expiry date of March 15, 2026.
At the request of the CSE, the Company wishes to provide further disclosure on its recent private placement
and subsequent sharing agreement with Sorbie Bornholm LP (Sorbie), building on its press releases of April
14 and April 22, 2025. Sorbie was the institutional investor referred to in the April 14, 2025 press release.
The Company entered into certain hedging arrangements with Sorbie governed by an ISDA Master Agreement
dated March 31, 2025 and a sharing agreement dated March 31, 2025(the “Sharing Agreement”). On closing,
Sorbie advanced $160,000 to the Company. Pursuant to the terms of the Sharing Agreement, the net proceeds
payable by Sorbie for Units pursuant to the private placement (being $1,690,000) (the “Posted Support”) were
used to acquire UK government bonds as credit support to secure the Issuer’s maximum potential exposure
under the Sharing Agreement, with Sorbie retaining control and direction of such proceeds (including both the
economic benefit and the risk resulting from fluctuations in the bond pricing and foreign exchange) until they
are released back to the Issuer in accordance with the terms of the Sharing Agreement. The Company has
no claim against the Posted Support in the case of a default by Sorbie. To date, the Sharing Agreement has
been used in four countries, in nearly 50 transactions, and over $4 00,000,000 funded. (source:
https://sorbiebornholm.com/the-sorbie-strategy/)
The Sharing Agreement provides that the Company’s economic interest will be determined in 12 monthly
settlement tranches as measured against the Benchmark Price (as defined herein). If, at the time of settlement,
the Settlement Price (determined monthly based on a volume-weighted average price for 20 trading days prior
to the settlement date) (the “Settlement Price”) exceeds the benchmark price of $0.1182 (the “Benchmark
Price”), the Company shall receive more than 100% of the monthly settlement due, on a pro-rata basis. There
is no upper limit placed on the additional proceeds’ receivable by the Company as part of the monthly
settlements. If, at the time of settlement, the Settlement Price is below the Benchmark Price of $0.1182, the
Company will receive less than 100% of the monthly settlement due on a pro -rata basis. In no event will a
decline in the Settlement Price of the Units result in an increase in the number of Units being issued to Sorbie,
nor in no event will the Company ever have to pay Sorbie any additional funds.
If the Settlement Price is equal to the Benchmark Price of $0.1182, the Company will receive a monthly
payment of $140,833.33. If, for example, the Settlement Price is double the Benchmark Price, the monthly
payment would be $281,666. If, for a further example, the Settlement Price is half the Benchmark Price, the
monthly payment would be $70,416.
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The Company paid Sorbie a corporate finance fee of $111,000 by the issue of 1,541,667 Units.
About Spark Energy Minerals Inc.
Spark Energy Minerals, Inc., is a Canadian company pursuing battery metals and mineral assets with newly
acquired interests in Brazil. The Company has acquired assets in some of the world's most prolific mining
jurisdictions in Brazil's growing lithium areas that are gaining recognition as a world hot spot for lithium and
rare earth mineral exploration.
FOR ADDITIONAL INFORMATION SEE THE COMPANY’S WEBSITE AT:
https://sparkenergyminerals.com
Email to [email protected]
Contact: Eugene Hodgson, CEO, Tel. +1-778-744-0742
Forward-Looking Statement Disclaimer
Certain statements included in this press release constitute forward-looking statements or forward-looking
information. Forward-looking statements or information can be identified by terminology such as “anticipate”,
“believe”, “expect”, “plan”, “intend”, “estimate”, “propose”, “budget”, “should”, “project”, “may be”, or similar
words (including negative or grammatical variations) suggesting future outcomes or expectations. In
particular, forward-looking statements and information contained in this press release, include, but are not
limited to: the use of the net proceeds of the Private Placement; the terms of the Private Placement; the
timing and completion of the Private Placement; and the receipt of regulatory, stock exchange and other
required approvals in connection with the Private Placement . Although the Company believes that the
expectations implied in such forward -looking statements or information are reasonable, undue reliance
should not be placed on these forward -looking statements or information because the Company can give
no assurance that such statements or information will prove to be correct. Forward-looking statements or
information are based on current expectations, estimates and projections that involve a number of
assumptions about the future and uncertainties, including the receipt of required regulatory approvals;
current forecasts and anticipated utilization rates; the availability of debt and equity financing; and the level
of competition in the marketplaces and industries in which the Company operates. Although management
of the Company believes these expectations and assumptions reflected in these forward-looking statements
or information to be reasonable, there can be no assurance that any forward -looking statements or
information will be proved to be correct, and actual results may differ materially from those anticipated in
such statements or information. For this purpose, any statements or information contained herein that are
not statements or information of historical fact may be deemed to be forward -looking statements or
information and readers should not place undue reliance on such forward-looking statements or information.
The forward -looking statements or information contained in this press release are made as of the date
hereof and the Company assumes no obligation to update publicly or revise any forward-looking statements
or information, whether as a result of new contrary information, future events or any other reason, unless
the Company is required by any applicable securities laws. The forward-looking statements or information
contained in this press release are expressly qualified by this cautionary statement. Further information
regarding the uncertainties and risks can be found in the disclosure documents filed by Spark Energy with
the securities regulatory authorities, available at www.sedarplus.ca.
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy
or accuracy of this release.