18:24:45 EDT Thu 09 May 2024
Enter Symbol
or Name
USA
CA



Silver Bear Resources Inc
Symbol SBR
Shares Issued 161,327,017
Close 2016-09-07 C$ 0.34
Market Cap C$ 54,851,186
Recent Sedar Documents

Silver Bear holder A.B. Aterra to transfer notes

2016-09-07 11:19 ET - News Release

An anonymous director of A.B. Aterra reports

A.B. ATERRA RESOURCES TRANSFERS CONVERTIBLE NOTES OF SILVER BEAR RESOURCES

A.B. Aterra Resources Ltd. has entered into a note transfer agreement with Inflection Management Corp. Ltd., pursuant to which Aterra has agreed to sell Inflection $1,164,662.67 principal amount of convertible promissory notes issued by Silver Bear Resources Inc. for their principal amount plus accrued and unpaid interest. Aterra is currently the holder of convertible promissory notes issued by Silver Bear in the aggregate principal amount of $5,669,806.85 dated Dec. 4, 2015. As such, upon completion of the transfer of the transferred notes, Aterra will continue to hold notes in the principal amount of $4,505,144.18.

The notes bear interest at 15 per cent per annum, and the principal and all accrued and unpaid interest are due at maturity on Dec. 31, 2016. A holder of the notes has the right to convert the outstanding principal amount of the note, and all accrued and unpaid interest into common shares of Silver Bear at a conversion price equal to 4.5 cents per share, subject to adjustment.

In addition to the notes, Aterra owns 40,468,579 common shares of Silver Bear.

Assuming Aterra was to fully convert the $5,669,806.85 principal amount of its currently held notes (but none of the interest thereon), and assuming no other conversion or new issuances of common shares by Silver Bear at or prior to such time, Aterra would acquire 125,995,707 common shares upon such conversion, representing approximately 43.9 per cent of the then-outstanding common shares. The common shares acquired upon such conversion, together with the owned shares, would amount in aggregate to 166,464,286 shares, representing approximately 57.9 per cent of the then-outstanding common shares.

If, following the transfer of the transferred notes, Aterra were to fully convert the $4,505,144.18 principal amount of retained notes (but none of the interest thereon), and assuming no other conversion or new issuances of common shares by Silver Bear at or prior to such time, Aterra would acquire 100,114,315 common shares upon such conversion, representing approximately 38.3 per cent of the then-outstanding common shares. The common shares acquired upon such conversion, together with the owned shares, would amount in aggregate to 140,582,894 shares, representing approximately 53.8 per cent of the then-outstanding common shares.

Aterra agreed to sell the transferred notes in order to adjust its holdings of equity and debt of Silver Bear in connection with certain secured loan facilities to be granted to Silver Bear and certain of its subsidiaries by Aterra and Inflection, as lenders, in the aggregate amount of $55.2-million (U.S.), as previously announced by Silver Bear. Aterra currently anticipates that it will convert its retained notes into common shares of Silver Bear shortly following the completion of the transfer of the transferred notes.

Aterra continues to monitor the business, prospects, financial condition and potential capital requirements of Silver Bear. Depending on its evaluation of these and other factors, Aterra may from time to time in the future increase or decrease its ownership, control or direction over the common shares or other securities of Silver Bear through market transactions, private agreements, subscriptions from treasury or otherwise.

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