PERTH, Australia, July 23, 2021 (GLOBE NEWSWIRE) — Wyloo Metals Pty Ltd. (“Wyloo Metals”) is pleased to provide an update in relation to the US$15 million convertible loan (the “Convertible Loan”) provided to Noront Resources Ltd. (TSXV:NOT) (“Noront”).
Intention to convert loan
On December 7, 2020, Wyloo Canada Holdings Pty Ltd (“Wyloo Canada”), a wholly-owned subsidiary of Wyloo Metals, entered into an agreement with Resource Capital Fund V L.P. (“RCF”) to acquire its interests in Noront, including the Convertible Loan. The maturity date of the loan is September 30, 2021 and it is convertible into common shares of Noront at the option of Wyloo Metals at Cdn$0.20 per common share. Wyloo Canada also holds warrants (“Noront Warrants”) to acquire 1,774,664 common shares of Noront at an exercise price of Cdn$0.350 per share.
Wyloo Metals confirms that it intends to convert the Convertible Loan at or before the maturity date into common shares of Noront, rather than seek repayment from Noront in cash.
Wyloo Canada currently holds an aggregate of 111,815,458 common shares of Noront representing approximately 24.4% of the outstanding common shares of Noront1. At an exchange rate of 0.796 US Dollars per Canadian Dollar2, Wyloo Canada would acquire an additional 94,274,994 common shares of Noront upon conversion of the Convertible Loan. Upon conversion of the Convertible Loan, Wyloo Canada would hold 206,090,452 common shares of Noront, representing approximately 37.3% of the outstanding common shares of Noront. If the Noront Warrants are also fully exercised, Wyloo Canada would hold 207,865,116 common shares of Noront, representing approximately 37.5% of the outstanding common shares of Noront.
Update on all-cash offer
As Wyloo Metals is an “insider” of Noront for purposes of applicable securities laws, at the time it announced its intention to make an all-cash offer for Noront on May 25, 2021, Wyloo Metals requested the board of directors of Noront to obtain a formal valuation of the Noront common shares by an independent valuator. Wyloo Metals is pleased to confirm that Noront has indicated the formal valuation will be completed on or about July 30, 2021. Following completion of the formal valuation, Wyloo Metals intends to send its take-over bid circular to the shareholders of Noront and to make all necessary filings with the appropriate securities regulatory authorities.
1 Following issuance of 1,111,945 interest shares as per Noront’s announcement dated July 20, 2021
2 At July 22, 2021
ABOUT WYLOO METALS
Wyloo Metals is the metals and mining subsidiary of Tattarang, one of Australia’s largest private investment groups. Led by a multidisciplinary team of geologists, engineers and financial professionals, Wyloo Metals manages a diverse portfolio of exploration and development projects and cornerstone interests in a number of public and private companies. Wyloo Metals seeks to work closely with all stakeholders to accelerate projects through the development cycle while meeting the highest international environmental, social and governance standards. See more at: www.wyloometals.com.
Some of the statements in this press release may be forward looking statements or statements of future expectations based on currently available information. Such statements are naturally subject to risks and uncertainties, including the successful completion of Wyloo Metals acquisition of Noront. Factors such as the development of general economic conditions, future market conditions, unusual catastrophic loss events, changes in the capital markets and other circumstances may cause the actual events or results to be materially different from those anticipated by such statements. Wyloo Metals does not make any representation or warranty, express or implied, as to the accuracy, completeness or updated status of such statements. Therefore, in no case whatsoever will Wyloo Metals and its affiliate companies be liable to anyone for any decision made or action taken in connection with the information and/or statements in this press release or for any related damages.
This press release is not a recommendation, an offer to purchase or a solicitation of an offer to sell shares of Noront. Wyloo Metals has not commenced an offer to purchase or a take-over bid for Noront shares as described in this press release. Wyloo Metals will only commence an offer to purchase or a take-over bid for Noront shares by filing a take-over bid circular with the applicable securities regulatory authorities in Canada which will contain the full terms and conditions of the Offer, including details of how the Offer may be accepted. Once filed with the applicable securities regulatory authorities in Canada, the take-over bid circular and other related documentation will be available under Noront’s profile on SEDAR (www.sedar.com).
This press release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires a report to be filed under Noront’s profile on SEDAR (www.sedar.com) containing additional information with respect to the foregoing matters. A copy of such report may be obtained by contacting Wyloo Metals at email@example.com. The address of Wyloo Metals is PO Box 3155, Broadway Nedlands, WA 6009 Western Australia.
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