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TORONTO, Aug. 14, 2024 (GLOBE NEWSWIRE) — Emerita Resources Corp. (TSXV: EMO) (the “Company” or “Emerita”) announces that it has entered into a credit agreement (the “Loan Agreement”) with Nebari Natural Resources Credit Fund II, LP (the “Lender”) pursuant to which the Company will borrow up to an maximum aggregate principal amount of USD$15,000,000 from the Lender to be issued in three tranches of: (i) USD$6,000,000 (“Tranche 1”); (ii) USD$4,500,000 (“Tranche 2”); and (iii) USD$4,500,000 (“Tranche 3” and, together with Tranche 1 and Trance 2, the “Tranches” and each a “Tranche”) (the “Loan”). The Loan will provide flexible non-dilutive financial support to allow Emerita to continue to advance its wholly-owned Iberian Belt West Project (the “IBW Project”) during a difficult equity market.
David Gower, Emerita’s Chief Executive Officer, commented: “This transaction with Nebari gives Emerita access to up to USD$15M of non-dilutive capital in a challenging equity environment for resource companies and allows the Company to maintain the momentum in developing its ongoing Spanish projects. Emerita is only required to draw down on Tranche 1 as it looks forward to the continued advancement of its wholly-owned IBW Project and the resolutions of the ongoing Aznalcollar criminal and administrative cases in 2025. There are several short-term and medium-term milestones which we expect to achieve that we believe will add value to Emerita shareholders. Drawing Tranches 2 and 3 referred to above are at the Company’s discretion subject to satisfying the applicable condition precedents.”
Steven Bowles, Managing Director of the Lender, commented: “Nebari is extremely excited to partner with Emerita Resources as it advances the IBW Project. We are impressed with the experience and professionalism of the Emerita and IBW teams and have the utmost confidence in their ability to continue to unlock value at IBW and beyond.”
The proceeds of the Loan are to be used by Emerita for working capital requirements related to exploration and geological drilling, advancement of study work, environmental permitting at the IBW Project, and general and administrative costs of the Company. Interest will accrue on the advanced outstanding principal amount on the Loan based on a floating rate per annum equal to the sum of: (i) the three-month term SOFR reference rate administered by CME Group Benchmark Administration Limited (the “Term SOFR”), as determined on the first date of each calendar month; and (ii) 11.50% per annum, provided that if the Term SOFR is less than 4.0%, it shall be deemed to be 4.0%. The maturity date of the Loans will be the date that is 48 months following the closing of Tranche 1. The Loan may be repaid prior to their maturity at any time subject to the additional payment of a make-whole threshold.
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The Company will issue on the closing of each Tranche a number of common share purchase warrants (the “Loan Bonus Warrants“) equal to:
a) Tranche 1: the Canadian equivalent of USD$6,000,000 divided by a Canadian dollar amount equal to a 25% premium to the lower of: (i) a 20-day VWAP of the Company’s share price on the date which the Company issues its request for the advance in respect of such Tranche; and (ii) the Market Price (as such term is defined under the policies of the TSXV) as of the date which the Company issues its request for the advance in respect of such Tranche;
b) Tranche 2: the Canadian equivalent of USD$1,687,500 divided by a Canadian dollar amount equal to a 25% premium to the lower of: (i) a 20-day VWAP of the Company’s share price on the date which the Company issues its request for the advance in respect of such Tranche; and (ii) the Market Price as of the date which the Company issues its request for the advance in respect of such Tranche;
c) Tranche 3: the Canadian equivalent of USD$1,687,500 divided by a Canadian dollar amount equal to a 25% premium to the lower of: (i) a 20-day VWAP of the Company’s share price on the date which the Company issues its request for the advance in respect of such Tranche; and (ii) the Market Price as of the date which the Company issues its request for the advance in respect of such Tranche
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Each Loan Bonus Warrant will entitle the holder to purchase one common share of the Company at an exercise price equal to a 25% premium to the lower of: (i) the 20-day VWAP of the Company’s share price on the date which the Company issues its request for the advance in respect of the Tranche under which such Loan Bonus Warrant is being issued; and (ii) the Market Price (as such term is defined under the policies of the TSXV) as of the date which the Company issues its request for the advance in respect of the Tranche under which such Loan Bonus Warrant is being issued until the date that is 48 months following the closing of Tranche 1.
Upon the closing of Tranche 1, the Loan will be guaranteed by the Company’s wholly-owned subsidiary, Emerita Resources Espana SL (the “Guarantor”). The Guarantor and the Company will subsequently enter into the security arrangements described in the paragraph below with the Lender while also initially securing the Loan by way of: (i) a pledge of 100% of all shares of the Guarantor (the “Share Pledge”); and (ii) a registered, perfected first priority senior security interest in, lien on and pledge of all intercorporate debt between the Company, the Guarantor and all affiliates thereof.
Upon receipt of an exploitation concession for the IBW Project, the Share Pledge will be cancelled (unless receipt follows the closing of Tranche 2), and the following will be granted, registered and fully perfected:
a) A first lien senior security on all current and future tangible and non-tangible assets and working capital assets of the IBW Project; and
b) A first priority lien senior mortgage over and security interest in, lien on and pledge of: (i) all current and future tangible and non-tangible assets and working capital assets relating to or used in connection with the IBW Project; and (ii) all real property and mining claims, mining concessions, permits (including the exploitation permit for the IBW Project), usufructs and surface leases in which it now has and hereafter acquires rights relating to or associated with the IBW Project.
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Upon the closing of Tranche 2, the Share Pledge (if it has previously been cancelled in accordance with the above) will be restored. A drawdown of Tranche 2 and Tranche 3 is at the sole discretion of the Company.
The granting of the Loan and the issuance of the Loan Bonus Warrants are subject to the approval of the TSX Venture Exchange (the “TSXV”). The Lender is at arms-length to the Company.
Upon receipt of final acceptance by the TSXV for the Loan and Loan Bonus Warrants, the Company will issue 9,963,636 Loan Bonus Warrants at an exercise price of $0.825 per common share, which will expire on the date that is 48 months from the date of issuance and will be subject to a statutory hold period of four months and one day under applicable securities laws.
About Emerita Resources Corp. Emerita is a natural resource company engaged in the acquisition, exploration and development of mineral properties in Europe, with a primary focus on exploring in Spain. The Company’s corporate office and technical team are based in Sevilla, Spain with an administrative office in Toronto, Canada.
For further information, contact:
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Ian Parkinson +1 647 910-2500 (Toronto) info@emeritaresources.com www.emeritaresources.com
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) nor any other regulatory authority accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-looking Information
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the Loan and the completion thereof; the Company’s intended use of proceeds from the Loan; the approval of the Loan and Loan Bonus Warrants by the TSXV; the advancement of the IBW Project; the resolution of ongoing criminal and administrative proceedings; short and medium term milestones; the issuance of the Loan Bonus Warrants and the Company’s future plans. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward- looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Emerita, as the case may be, to be materially different from those expressed or implied by such forward-looking information, including but not limited to: risks related to the negotiation of the terms of the Loan Agreement and issuance of the Loan Bonus Warrants, the repayment of the Loan, TSXV acceptance of the Loan and Loan Bonus Warrants and business prospects and opportunities of the Company. Although Emerita has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Emerita does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
The Federal Reserve gave investors an early Christmas present by lowering interest rates by 25 basis points (i.e., 0.25%) marking its third rate cut this year. In the past, a change like this in the “long end” of the interest rate yield curve has triggered a predictable, investable pattern. Typically, this pattern would be bearish for finance stocks, particularly banks—investors would buy bank stocks when rates rose and sell them as rates fell….
Dozens of protesters from the “Religious Zionist Reservists Forum” and the “Shared Service Forum” demonstrated Saturday evening outside the home of Finance Minister Bezalel Smotrich in Kedumim.
The protesters arrived with a direct and pointed message, centered on a symbolic “draft order,” calling on Smotrich to “enlist” on behalf of the State of Israel and oppose what they termed the “sham law” being advanced by MK Boaz Bismuth and the Knesset’s haredi parties.
Among the protesters in Kedumim were the parents of Sergeant First Class (res.) Amichai Oster, who fell in battle in Gaza. Amichai grew up in Karnei Shomron and studied at the Shavei Hevron yeshiva.
Protesters held signs reading: “Smotrich, enlist for us,” along with the symbolic “draft order,” calling on him to “enlist for the sake of the State’s security and to save the people’s army – stand against the bill proposed by Bismuth and the haredim!”
Parallel demonstrations were held outside the homes of MK Ohad Tal in Efrat and MK Michal Woldiger in Givat Shmuel.
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Representatives of the “Shared Service Forum” said: “We are members of the public that contributes the most, and we came here to say: Bezalel, without enlistment there will be no victory and no security. Do not abandon our values for the sake of the coalition. The exemption law is a strategic threat, and you bear the responsibility to stop it and lead a real, fair draft plan for a country in which we are all partners. It’s in your hands.”
The global carbon market is at an inflection point as discussions during the recent COP meeting in Brazil demonstrated.
After years of negotiations over carbon market rules under Article 6 of the Paris Agreement, countries are finally moving on to the implementation phase, with more than 30 countries already developing Article 6 strategies. At the same time, the voluntary market is evolving after a period of intense scrutiny over the quality and integrity of carbon credit projects.
The era of Carbon Markets 2.0 is characterised by high integrity standards and is increasingly recognised as critical to meeting the emission reduction goals of the Paris Agreement.
And this ongoing transition presents enormous opportunities for financial institutions to apply their expertise to professionalise the trade of carbon credits and restore confidence in the market.
The engagement of banks, insurance companies, asset managers and others can ensure that carbon markets evolve with the same discipline, risk management, and transparency that define mature financial systems while benefitting from new business opportunities.
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Carbon markets 2.0
Carbon markets are an untapped opportunity to deliver climate action at speed and scale. Based on solutions available now, they allow industries to take action on emissions for which there is currently no or limited solution, complementing their decarbonization programs and closing the gap between the net zero we need to achieve and the net zero that is possible now. They also generate debt-free climate finance for emerging and developing economies to support climate-positive growth – all of which is essential for the global transition to net zero.
Despite recent slowdowns in carbon markets, the volume of credit retirements, representing delivered, verifiable climate action, was higher in the first half of 2025 than in any prior first half-year on record. Corporate climate commitments are increasing, driving significant demand for carbon credits to help bridge the gap on the path to meeting net-zero goals.
According to recent market research from the Voluntary Carbon Markets Integrity initiative (VCMI), businesses are now looking for three core qualities in the market to further rebuild their trust: stability, consistency, and transparency – supported by robust infrastructure. These elements are vital to restoring investor confidence and enabling interoperability across markets.
MSCI estimates that the global carbon credit market could grow from $1.4 billion in 2024 to up to $35 billion by 2030 and between $40 billion and $250 billion by 2050. Achieving such growth will rely on institutions equipped with capital, analytical rigour, risk frameworks, and market infrastructure.
Carbon Markets 2.0 will both benefit from and rely on the participation of financial institutions. Now is the time for them to engage, support the growth and professionalism of this nascent market, and, in doing so, benefit from new business opportunities.
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The opportunity
Institutional capital has a unique role to play in shaping the carbon market as it grows. Financial institutions can go beyond investing or lending to high-quality projects by helping build the infrastructure that will enable growth at scale. This includes insurance, aggregation platforms, verification services, market-making capacity, and long-term investment vehicles.
By applying their expertise and understanding of the data and infrastructure required for a functioning, transparent market, financial institutions can help accelerate the integration of carbon credits into the global financial architecture.
As global efforts to decarbonise intensify, high-integrity carbon markets offer financial institutions a pathway to deliver tangible climate impact, support broader social and nature-positive goals, and unlock new sources of revenue, such as:
Leveraging core competencies for market growth, including advisory, lending, project finance, asset management, trading, market access, and risk management solutions.
Unlocking new commercial pathways and portfolio diversification beyond existing business models, supporting long-term growth, and facilitating entry into emerging decarbonisation-driven markets.
Securing first-mover advantage, helping to shape norms, gain market share, and capture opportunities across advisory, structuring, and product innovation.
Deepening client engagement by helping clients navigate carbon markets to add strategic value and strengthen long-term relationships.
Harnessing the opportunity
To make the most of these opportunities, financial institutions should consider engagements in high-integrity carbon markets to signal confidence and foster market stability. Visible participation, such as integrating high-quality carbon credits into institutional climate strategies, can help normalise the voluntary use of carbon credits alongside decarbonisation efforts and demonstrate leadership in climate-aligned financial practices.
Financial institutions can also deliver solutions that reduce market risk and improve project bankability. For instance, de-risking mechanisms like carbon credit insurance can mitigate performance, political, and delivery risks, addressing one of the core challenges holding back investments in carbon projects.
Additionally, diversified funding structures, including blended finance and concessional capital, can lower the cost of capital and de-risk early-stage startups. Fixed-price offtake agreements with investment-grade buyers and the use of project aggregation platforms can improve cash flow predictability and risk distribution, further enhancing bankability.
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By structuring investments into carbon project developers, funds, or the broader market ecosystem, financial institutions can unlock much-needed finance and create an investable pathway for nature and carbon solutions.
For instance, earlier this year JPMorgan Chase struck a long-term offtake agreement for carbon credits tied to CO₂ capture, blending its roles as investor and market facilitator. Standard Chartered is also set to sell jurisdictional forest credits on behalf of the Brazilian state of Acre, while embedding transparency, local consultation, and benefit-sharing into the deal. These examples offer promising precedents in demonstrating that institutions can act not only as financiers but as integrators of high-integrity carbon markets.
The institutions that lead the growth of carbon markets will not only drive climate and nature outcomes but also unlock strategic commercial advantages in an emerging and rapidly evolving asset class.
However, the window to secure first-mover advantage is narrow: carbon markets are now shifting from speculation to implementation. Now is the moment for financial institutions to move from the sidelines and into leadership, helping shape the future of high-integrity carbon markets while capturing the opportunities they offer.
The opinions expressed in Fortune.com commentary pieces are solely the views of their authors and do not necessarily reflect the opinions and beliefs of Fortune.
