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Western Resources Corp
Symbol WRX
Shares Issued 187,174,220
Close 2022-05-20 C$ 0.38
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Western Resources amends subscription deal with Vantage

2022-05-20 23:11 ET - News Release

Mr. Bill Xue reports

WESTERN RESOURCES CORP. AND VANTAGE CHANCE LIMITED SIGNS AMENDED AND RESTATED SUBSCRIPTION AGREEMENT

Western Resources Corp. has entered into an amended and restated subscription agreement originally signed on Feb. 16, 2022, with Vantage Chance Ltd., in which Vantage has committed to make a strategic equity investment of $80-million in Western Potash Holdings Corp. (WPHC), a wholly owned subsidiary of the company.

The amendment includes, among others, the following two material changes:

  1. Subject to satisfaction or waiver of all closing conditions, the investment transaction will close in two tranches:
    1. On or before May 31, 2022, Vantage will purchase from WPHC and WPHC agrees to issue to Vantage 64,896,592 common shares at a purchase price of $33-million.
    2. On or before July 31, 2022, Vantage will purchase from WPHC and WPHC agrees to issue to Vantage 92,428,479 common shares at a purchase price of $47-million.
    • On a subsequent closing date, Vantage will be the registered and beneficial owner of an aggregate of 157,325,071 common shares of WPHC, representing 54 per cent of the total issued and outstanding common shares in WPHC, for total proceeds of $80-million.
  2. Within 180 days after the closing of the subsequent subscription, either the company or Vantage may elect to convert all of the 157,325,071 shares held by Vantage into 219,726,258 common shares of the company, which will represent approximately 54 per cent of the current total issued and outstanding common shares of the company. There are no anti-dilution provisions which provide an adjustment for events for which not all securityholders are compensated for.
    • The exercise of conversion option will create a new control person of the company. The conversion will be subject to Toronto Stock Exchange approval and Western Resources shareholders' approval.

The amendment will be available on SEDAR under the issuer profile of the company.

Bill Xue, Western Resources' chairman and chief executive officer, stated: "We are pleased to see that the Vantage equity transaction is nearing completion. Following the recent closing of the first tranche of funding from Appian Capital (as set out in our recent news release dated May 16, 2022), the investment transaction greatly increases financial assurance of successful Milestone project completion. I'm also impressed with Vantage's vision in agreeing to the conversion option, which ensures Western's full control over Western Potash Corp. and the Milestone project, which is in the best interest of all shareholders of the company. We look forward to working closely with our new partner in the future."

About Western Resources Corp.

Western Resources and the company's wholly owned subsidiary Western Potash are constructing one of Canada's newest and most innovative, environmentally friendly, and capital-efficient potash mines. It is expected to be the first potash mine internationally to leave no salt tailings at the surface, thereby reducing the water consumption by approximately half, as well as significantly improving energy efficiency. Successful completion of the project will form the basis for further expansion.

We seek Safe Harbor.

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