01:15:48 EDT Fri 17 May 2024
Enter Symbol
or Name
USA
CA



Adex Mining Inc
Symbol ADE
Shares Issued 677,211,441
Close 2023-08-22 C$ 0.01
Market Cap C$ 6,772,114
Recent Sedar Documents

Adex extends maturity date of 5 loans to Jan. 1, 2025

2023-08-28 11:21 ET - News Release

Ms. Linda Kwan reports

ADEX MINING ANNOUNCES AMENDMENTS TO EXISTING LOAN ARRANGEMENTS WITH GREAT HARVEST

Adex Mining Inc. has entered into agreements with Great Harvest Canadian Investment Company Ltd., Adex's largest shareholder, to extend the maturity of the July, 2016, January, 2018, March, 2019, April, 2020, and September, 2021, loan agreements between Adex and Great Harvest, as amended, to Jan. 1, 2025.

The 2016 loan was made available to Adex pursuant to a loan agreement with Great Harvest dated July 14, 2016, as amended on July 13, 2017, Dec. 31, 2017, Dec. 31, 2018, and April 27, 2020, and advances of up to $1-million (U.S.) were most recently due to mature on Aug. 31, 2023. The 2016 loan, of which all $1-million (U.S.) has been drawn, bears interest at 8 per cent per annum and the loan agreement entitles the company to effect repayment of amounts drawn under the 2016 loan at any time prior to maturity, without penalty. Accrued and unpaid interest on the 2016 loan totalled $527,689 (U.S.) as of Aug. 28, 2023.

The 2018 loan was made available to Adex pursuant to a loan agreement with Great Harvest dated Jan. 18, 2018, as amended on Dec. 31, 2018, and April 27, 2020, and advances of up to $600,000 (U.S.) were most recently due to mature on Aug. 31, 2023. The 2018 loan, of which all $600,000 (U.S.) has been drawn, bears interest at 8 per cent per annum and the loan agreement entitles the company to effect repayment of amounts drawn under the loan at any time prior to maturity, without penalty. Accrued and unpaid interest on the 2018 loan totalled $255,811 (U.S.) as of Aug. 28, 2023.

The 2019 loan was made available to Adex pursuant to a loan agreement with Great Harvest dated March 4, 2019, as amended on March 5, 2020, and advances of up to $600,000 (U.S.) were most recently due to mature on Aug. 31, 2023. The 2019 loan, of which all $600,000 (U.S.) has been drawn, bears interest at 8 per cent per annum and the loan agreement entitles the company to effect repayment of amounts drawn under the loan at any time prior to maturity, without penalty. Accrued and unpaid interest on the 2019 loan totalled $191,933 (U.S.) as of Aug. 28, 2023.

The 2020 loan was made available to Adex pursuant to a loan agreement with Great Harvest dated April 27, 2020, as amended on April 26, 2021, and advances of up to $600,000 (U.S.) were most recently due to mature on Aug. 31, 2023. The 2020 loan, of which all $600,000 (U.S.) has been drawn, bears interest at 8 per cent per annum and the loan agreement entitles the company to effect repayment of amounts drawn under the loan at any time prior to maturity, without penalty. Accrued and unpaid interest on the 2020 loan totalled $118,172 (U.S.) as of Aug. 28, 2023.

The 2021 loan was initially made available to Adex pursuant to a loan agreement with Great Harvest dated Sept. 30, 2021, and advances of up to $1-million (U.S.) under the loan were originally due to mature on Aug. 31, 2023. The 2021 loan, of which $898,000 (U.S.) has been drawn, bears interest at 8 per cent per annum and the loan agreement entitles the company to effect repayment of amounts drawn under the loan at any time prior to maturity, without penalty. Accrued and unpaid interest on the 2021 loan totalled $69,174 (U.S.) as of Aug. 28, 2023.

Total amounts drawn under the loans, together with all accrued and unpaid interest thereon, totalled $4,860,779 (U.S.) as of Aug. 28, 2023. Copies of the amendments to the 2016, 2018, 2019, 2020, and 2021, loan agreements may be found on the company's SEDAR profile.

Great Harvest beneficially owns, directly or indirectly, or exercises control or direction over, 554,468,276 common shares of Adex, representing approximately 81.88 per cent of the issued and outstanding common shares. Great Harvest is controlled by Yan Kim Po and Linda Lam Kwan, both directors of the company, and is a related party of the company within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. As such, the extension to the respective maturity dates of the loans constitutes a related-party transaction within the meaning of MI 61-101. The company is relying on an exemption from the minority approval requirement that applies to related-party transactions, which exemption is available to the company as: (i) the amended loans each comprise a loan or credit facility obtained on reasonable commercial terms that are not less advantageous to the company than if the loan or credit facility were obtained from a person dealing at arm's-length with the company; (ii) none of the amended loans is convertible into equity or voting securities of the company or a subsidiary of the company; and (iii) none of the amended loans is repayable as to principal or interest in equity or voting securities of the company or a subsidiary of the company.

The respective amending agreements extending the maturity date of each of the loans has been reviewed and approved by a special committee composed of members of the board who are independent of Great Harvest and are not members of management of the company. Each of Mr. Po, Ms. Kwan and Pierre Wing Kin Sze, all directors of the company who are associated with Great Harvest, abstained from voting with respect to the amendments to the loans. The special committee determined that it is in the best interests of the company to extend the maturity dates of the loans and have determined that it is reasonable for the extension to be effected fewer than 21 days from the date of the announcement thereof.

About Adex Mining Inc.

Adex Mining is a Canadian junior mining company with an experienced management team. The company is focused on developing its flagship Mount Pleasant mine property, a multimetal project that is host to promising tungsten-molybdenum and tin-indium-zinc mineralization. Located in Charlotte county, New Brunswick, the Mount Pleasant mine property is 80 kilometres south of Fredericton, the provincial capital, and 65 kilometres from the United States border.

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