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UNITED STATES/
VANCOUVER, BC, July 9, 2020 /CNW/ - Northern Vertex
Mining Corp. (TSXV: NEE) (OTC Nasdaq Intl.:
NHVCF) (the "Company" or "Northern Vertex") is
pleased to announce that it has issued a notice of redemption in
respect of its 2016 C$6.7 million
subordinated unsecured convertible debentures (the "Outstanding
Debentures") with holders of the Outstanding Debentures (the
"Holders") being given the opportunity to subscribe for new
subordinated unsecured $6.7 million
convertible debentures (the "New Debentures"). To date,
holders of C$6.27 million
(approximately 93.6%) of Outstanding Debentures have entered into
binding subscription agreements for C$6.27
million of the New Debentures.
Ken Berry, President and CEO,
stated, "The holders of the existing debentures expressed strong
support to extend the facility, and this further strengthens our
balance sheet by extending low cost debt."
The Outstanding Debentures will be redeemed for cash equal to
the principal amount of the Outstanding Debentures, plus accrued
and unpaid interest thereon, with such redemption to be effective
on July 31, 2020 (the "Redemption
Date").
Northern Vertex will issue New Debentures in the aggregate
maximum principal amount of up to C$6.7
million. The New Debentures will have an issue
price of C$100 per New Debenture,
mature on June 30, 2025, bear
interest at 5% per annum, payable on June
30 and December 31 of each
year while outstanding, which interest, subject to regulatory
approval, may at the option of the Company be settled in common
shares. The principal amount of the New Debentures will be
convertible into common shares ("Conversion Shares") of the Company
at the price of C$0.40 per Conversion
Share (the "Conversion Price"). The New Debentures and, if issued
within four months of the date of issue of the New Debentures, the
Conversion Shares, will be subject to a four month hold period from
the date of issuance of the New Debentures, in accordance with
applicable Canadian securities laws. The offering of the New
Debentures is subject to the approval of the TSX Venture Exchange,
and may close in one or more tranches on or after the Redemption
Date.
Each New Debenture will be convertible into common shares at the
option of the holder at any time prior to the date fixed for
redemption or maturity (as the case may be), at the Conversion
Price, which is equivalent to 2,500 common shares for each
C$1,000 principal amount of New
Debentures, subject to adjustment in certain circumstances. New
Debentures must be converted in minimum amounts of C$1,000.
The Company may redeem the New Debentures in cash on or after
July 31, 2022, in whole or in part
from time to time, upon required prior notice at a redemption price
equal to their principal amount plus accrued and unpaid interest,
if any, provided that the trading price of the common shares for
the 20 consecutive trading days ending five trading days prior to
the date of the redemption notice must be less than the Conversion
Price.
Additionally, the Company has the option to repay the principal
amount of the New Debentures in common shares, provided certain
circumstances are met including but not limited to; no default has
occurred and is continuing at such time, and the trading price of
the common shares for the 20 consecutive trading days ending five
trading days prior to the date of the redemption notice or maturity
date (as the case may be) is at least 150% of the Conversion
Price.
The securities being offered have not been, nor will they be
registered under the United States Securities Act of 1933, as
amended, or state securities laws and may not be offered or sold
within the United States or to, or
for the account or benefit of, U.S. persons absent U.S. federal and
state registration or an applicable exemption from the U.S.
registration requirements. This release does not constitute an
offer for sale of, or a solicitation of an offer to buy, securities
in the United States.
Additionally, the Company announces that it has, subject to
regulatory approval, amended the expiry date of an aggregate of
14,624,074 outstanding common share purchase warrants (the
"Extended Warrants") by a further 2 years.
The Extended Warrants were issued pursuant to a non-brokered
unit private placement that closed in two tranches, with an initial
tranche closing on February 20, 2019,
in which a total of 11,112,500 warrants were issued that expire on
February 20, 2021, and a subsequent
tranche closing on February 27, 2019,
in which a total of 3,511,574 warrants were issued that expire on
February 27, 2021. All of the
foregoing warrants remain outstanding. The expiry dates will
be extended to February 20, 2023 and
February 27, 2023 for the respective
tranches. The terms of the warrants will remain unchanged,
including exercise price per warrant remaining at $0.40.
About Northern Vertex Mining Corp.
Northern Vertex
Mining Corp. is focused on low cost gold and silver production at
its 100% owned Moss Mine in NW
Arizona. The Company has experience across all areas of
operations, mine development, exploration, acquisitions and
financing of mining projects. With operations at the flagship Moss
Mine, the Company intends to consolidate additional producing or
near-term production gold assets within the Western US. Through
mergers and acquisitions Northern Vertex's corporate goal is to
become a mid-tier gold producer with over 200,000 ounces of gold
production annually.
ON BEHALF OF THE BOARD OF NORTHERN VERTEX
"Kenneth Berry"
President & CEO
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Cautionary Note Regarding Forward-Looking
Statements:
This news release contains statements about our future
business and planned activities. These are "forward-looking"
because we have used what we know and expect today to make a
statement about the future. Forward-looking statements including
but are not limited to comments regarding the timing and content of
upcoming work and analyses. Forward-looking statements usually
include words such as scheduled, may, intend, plan, expect,
anticipate, believe or other similar words, and include statements
with respect to the planned redemption of Outstanding Debentures,
issuance of New Debentures, and amendment of the Extended
Warrants. Forward-looking statements are necessarily based
upon a number of factors and assumptions that, while considered
reasonable by the Company as of the date of such statements, are
inherently subject to significant business, economic and
competitive uncertainties and contingencies. Many factors,
known and unknown, could cause actual results to be materially
different from those expressed or implied by such forward-looking
statements, including factors relating to receipt of regulatory
approvals. We believe the expectations reflected in these
forward-looking statements are reasonable. However, actual events
and results could be substantially different because of the risks
and uncertainties associated with our business or events that
happen after the date of this news release. Readers are cautioned
not to place undue reliance on forward-looking statements, which
speak only as of the date made. As a general policy, we do not
update forward-looking statements except as required by securities
laws and regulations.
SOURCE Northern Vertex Mining Corp.
