TORTOLA, British Virgin Islands, August 30, 2021 / CNW / – Sailfish Royalty Corp. (TSXV: FISH) (OTCQX: SROYF) (the “Society” Where “Sailing ship“) is pleased to announce that it has entered into a loan agreement with Mako Mining Corp. (“Mako“) dated August 27, 2021 (the “Loan agreement“), under which the Company has agreed to provide a $ 8 million gold linked unsecured term loan (the “Term loan“) to Mako.
The proceeds of the term loan will be used by Mako to refinance existing short-term debt, in particular, the repayment of all outstanding principal and accrued interest totaling approximately US $ 6.2 million due to Nebari Resources Credit Fund I, LP (“Nebari“) and around US $ 1.8 million of the capital due to funds managed by Wexford Capital LP (“Wexford“).
As compensation for making the term loan available to Mako, Sailfish will be entitled to some cash compensation based on the prevailing price of gold (the “Lender’s compensationMako will make 24 monthly cash payments to Sailfish for the principal amount of the term loan and the lender’s indemnity, which will be equivalent to the cash equivalent of 205 ounces of gold multiplied by the average price of gold from the previous month with a floor of $ 1,750 and a ceiling of US $ 2,000 in accordance with the terms of the Loan Agreement. The Term Loan has no operational covenants or balance sheet covenants, and there are no restrictions on dividends and / or share buybacks.
In the event of default under the Loan Agreement, all unpaid amounts, including applicable premiums, become immediately due and payable and interest on such amounts will accumulate at the rate of 12% per annum, accrued daily and payable. to the Company on request. .
The Company has sufficient cash on hand to not expect the advance of the term loan to have a material effect on the business and affairs of the Company.
Cesar González, CEO of Sailfish says that “this gold linked loan is a win-win for both companies. Sailfish receives an attractive yield with downside protection and upside potential which supports the Company’s plans to start paying a dividend; while Mako is able to refinance its existing short-term debt and pursue a more aggressive exploration budget, particularly at Las Conchitas and surrounding targets where Sailfish has an NSR of 2%.
Multilateral Instrument 61-101
Wexford, Wexford Spectrum Trading Limited and Wexford Catalyst Trading Limited hold either directly or through an affiliated company, in aggregate, the majority of the outstanding common shares of the Company and Mako and, therefore, the loan to term is a “related party transaction” under Multilateral Instrument 61-101 on the Protection of Minority Holders in Special Transactions (“MI 61-101”). The Board of Directors of the Company (the “Plank“) determined that the term loan will not be subject to the formal valuation requirement of NI 61-101, as it is not a related party transaction as described in paragraphs (a) to ( g) of the definition of “related party transaction”, and in addition, the term loan will be exempt from the minority shareholder approval requirements of NI 61-101 under the exemption set out in Sections 5.7 (1) (a ) of NI 61-101, and in connection therewith, the Board has determined that the term loan does not exceed 25% of the market capitalization of the Company. Cesar González and Akiba Leisman, as directors and / or officers of the Company, abstained from voting on the resolutions of the board approving the term loan. The company did not file a material change report more than 21 days before the expected closing of the term loan, as the terms of the term loan were not settled until shortly before closing and the company and Mako wanted close the term loan on an accelerated basis. basis for good business reasons.
Sailfish is a precious metals royalty and streaming company. Within Sailfish’s portfolio are two main assets in the Americas: a gold flow equivalent to 3% NSR on the San Albino gold mine (~ 3.5 km²) and a 2% NSR on the rest of the area (~ 134.5 km²) surrounding San Albino in the north Nicaragua; and up to 3% NSR on millions of ounces Spring Valley gold project at Pershing County, Nevada.
Sailfish is listed on the TSX Venture Exchange under the symbol “FISH“and on the OTCQX under the symbol”SROYF“. Please visit the company’s website at www.sailfishroyalty.com for additional information.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Caution regarding forward-looking information
Certain information contained in this press release constitutes “forward-looking information” within the meaning of Canadian securities laws. Forward-looking statements are statements which are not historical facts and are generally, but not always, identified by words such as the following: expect, plan, anticipate, believe, intend, estimate, project, assume, potential and similar expressions. Forward-looking statements also include reference to events or conditions that will, may, could or are expected to occur, including, without limitation, statements regarding the expectation that the term loan advance will not occur. ‘will not have a material effect on the Company’s activities and affairs and the Company’s plan to start paying dividends. In making the forward-looking statements contained in this press release, the Company has applied certain factors and assumptions that it considers reasonable, including the fact that the term loan will be repaid on the terms and on the schedule specified in the term loan agreement. and that the Company will begin to pay dividends. However, the forward-looking statements contained in this press release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements, including, but not limited to. Limit: that the term loan may not be repaid on the terms or schedule specified in the Loan Agreement and the Company may not begin paying dividends as intended by management or not at all. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Therefore, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statements, forward-looking information or financial outlook which are incorporated by reference herein, except in accordance with applicable securities laws.
SOURCE Sailfish Royalty Corp.
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