Finance
Emerita Resources Announces Loan Financing With Nebari Resources to Advance IBW Project
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
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.
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
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.
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:
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.
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Timestamp: 2025-11-08T08:05:10Z
Request ID: 133g-78ebbeb028b77b3333992c19855ddd / 63f21b37a7794bc19c34000000000001
Status code: 406
Twenty-six million dollars. That’s how much investing platform Robinhood paid out earlier this year after it was found to have breached a range of financial regulations. Amongst them? Failure to properly manage the social media influencers promoting their products. With these so-called “finfluencers” becoming an ubiquitous part of fintech marketing strategies, this eye-watering penalty should serve as a cautionary tale to brands putting content and reach above compliance and risk.
The world of the finfluencers has expanded dramatically in recent years. These young, passionate and social media savvy voices amass legions of fans and millions of views as they dole out advice on everything from stock tips to savings techniques. The main audience? Gen Z. Facing the dual pressures of a tough job market and the spiralling cost of living, Gen Zs are turning to social media for new routes to financial stability — hungry for insights and advice that will help them get ahead. With a huge 34% of Gen Zs saying they learn about personal finance from TikTok and YouTube, finfluencers have exploded in number, reach and power.
Acquiring Gen Z customers is a huge priority for marketing teams. In the world of financial products, customers are sticky. Get them young and you might have a customer for life. That’s why the rise of finfluencers represents a huge opportunity for companies operating across the finance, investment and savings space. And it’s one they’ve been tapping into.
On the surface, engaging finfluencers for paid partnership is a marketing slam duck for fintech and finance brands. Unlocking a route into Gen Z audiences via trusted, engaging voices. But, as Robinhood’s experience shows, the stakes are high when you get it wrong. Any company selling financial products or services is subject to a litany of regulation. And these high standards of compliance aren’t necessarily compatible with the fast-paced, algorithm-chasing game of social media content creation. It’s a conundrum that’s starting to trip brands up.
Alongside Robinhood, this year has also seen Public Investing fined $350k by the US regulator FINRA after influencers made misleading claims. And a recent crackdown from the UK’s financial regulator, the FCA, saw three individual finfluencers end up in court charged with encouraging high-risk strategies without the correct authorisation. Brands and the influencers they rely on are sailing far too close to the wind.
And this risk-reward matrix is only set to become more intense. The use of AI tooling in marketing is speeding up content creation and enabling thousands of iterations of adverts to run simultaneously. And brands are increasingly upping the percentage of marketing budget allocated to social media. Collectively, this is encouraging faster, more dynamic social strategies, with influencers forming a critical part. It’s putting marketers on a potential collision course with regulators cracking down on violations.
Companies leveraging social media partnership with a view to reaching Gen Z customers cannot afford to overlook this reality. From eye-watering fines to a tarnished brand, the implications of getting your social marketing wrong are severe.
But that doesn’t mean brands can’t play in this space. They just need to be smart about it.
Businesses swimming in this pool need to ensure they aren’t sidelining the compliance and risk management strategies that will keep them on the right side of regulation. This cannot be an afterthought. Marketing teams must invest in tooling, work closely with legal teams, and run stress tests on campaigns to ensure they are watertight.
Regulators are coming for finfluencers and the businesses that work with them. Companies should heed the warning and not let their quest for young, digitally-savvy customers rush them into an approach which could see them break the law and sink their finances. Instead, the same level of zeal applied to the creative should be applied to the compliance. They are two sides of the same coin. Combined, they’ll allow companies to cash in.
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.
The United States sanctioned financial operatives funneling tens of millions of dollars from Iran to Hizballah. These individuals collaborate with businessmen and exchanges to enable significant financial transfers from Iran and conduct covert business dealings that fund Hizballah’s terrorist activities.
This action supports President Trump’s whole of government policy of maximum pressure against Iran and its terrorist proxies like Hizballah, as detailed in National Security Presidential Memorandum 2 issued on February 4.
The United States is committed to supporting Lebanon by exposing and disrupting Iran’s covert financing of Hizballah. By enabling Hizballah, Iran holds Lebanon back and undermines its sovereignty. Iran and Hizballah cannot be allowed to keep Lebanon captive any longer. The United States will continue using every tool at its disposal to ensure this terrorist group no longer poses a threat to the Lebanese people or the broader region.
Today’s action is being taken pursuant to Executive Order (E.O.) 13224, as amended, which targets terrorists and their supporters. The Department of State designated Hizballah as a Specially Designated Global Terrorist pursuant to E.O. 13224 on October 31, 2001, and as a Foreign Terrorist Organization on October 8, 1997. For more information, today’s designation can be found on the Press Release.
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