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Emerita Resources Announces Loan Financing With Nebari Resources to Advance IBW Project

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Emerita Resources Announces Loan Financing With Nebari Resources to Advance IBW Project
Emerita Resources Corp.

Emerita Resources Corp.

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.

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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.

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How Applied Materials Is Driving Transformation of the Finance Function with SAP Taulia

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How Applied Materials Is Driving Transformation of the Finance Function with SAP Taulia

Within the global manufacturing industry, maintaining a competitive edge requires a delicate balance between driving internal efficiency and fostering strong external relationships. For Applied Materials, a leader in materials engineering solutions for the semiconductor industry, this challenge became the foundation for a strategic finance transformation program, with an SAP Taulia solution emerging as a key enabler.

The journey began in early 2019 with the launch of Agile Finance, an end-to-end transformation initiative designed to support the company’s aggressive growth trajectory, which included a goal to double in size. The initiative was built around three strategic pillars: enhancing the efficiency and effectiveness of the finance organization, promoting career fulfillment, and establishing a robust digital operating model. The impact was significant, with the finance function achieving approximately 35% productivity gains in its labor force.

The third pillar—the move to a digital operating model—is where the partnership with SAP Taulia began.

“The SAP Taulia Dynamic Discounting solution was introduced not merely as a cost-cutting measure, but as a strategic tool to transform and digitize the interaction with Applied’s extensive, global supplier base,” Junaid Ahmed, corporate VP, Finance at Applied Materials, says. “We understood that to reap the benefits of digitization, we had to ensure the suppliers were on board. It needed to be a win-win outcome.”

Unprecedented flexibility for suppliers

The program empowers suppliers—thousands of them worldwide—to self-select which approved invoices they wish to discount for early payment. This is not a continuous, all-or-nothing commitment but rather a decision made on an invoice-by-invoice basis. This flexibility allows suppliers to manage their working capital needs with greater precision, taking advantage of early payment during their own critical periods, such as quarter-end or year-end, to help meet their own financial targets.

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The system also drastically improves transactional efficiency. Suppliers no longer have to call Applied to track invoice status, approval, or payment date. All this information is available 24/7 in the SAP Taulia solution, reducing resource allocation on both sides and ensuring both reap the benefits of moving to an integrated, digital system.

Free working capital to strengthen your financial supply chain and manage risk with SAP Taulia solutions

Strategic benefits for Applied Materials

For Applied, the program is a testament to its focus on balancing efficiency with strong supplier relationships. The philosophy is a “win-win” built on a crucial spread: Applied Materials, as a Fortune 500 company with strong cash flow, has a significantly lower cost of capital than many of its suppliers. By funding the discounts, Applied captures a return—the discount income—while offering its suppliers funding at a rate close to their cost of capital, but with greater convenience.

This relationship-focused approach is critical. Applied’s supplier account managers actively support the program because they recognize its mutual benefit, not viewing it as a finance mandate to push costs onto the supply base.

Furthermore, the “dynamic” nature of the discount rates is a powerful risk mitigation tool. Unlike fixed contractual discounts, the rates can be adjusted in response to global economic changes, such as shifts in interest rates. When interest rates rose after the pandemic, Applied was able to adjust the discount rates accordingly with minimal pushback, as the core proposition remains the valuable spread between the parties’ cost of capital.

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The SAP Taulia Dynamic Discounting solution has been rolled out globally, giving all suppliers the opportunity to use it. This has been critical over the last 12 months as many businesses around the globe have been subject to new and often unexpected tariff costs impacting their margin and their liquidity.

“The flexibility of the solution means suppliers can access funds when they need them, which helps them navigate some of the economic uncertainty that many businesses are facing,” Dirk Holoubek, managing director, Finance Shared Services, explains. “2025 saw a 23% increase in usage of the discounts, reflecting the pressures that suppliers are feeling right now on their cash flow.” 

The solution’s capability to drive sophisticated analytics is also a major strategic asset. It helps provide insights into the different costs of capital between Applied and its supplier base. This data allows for targeted outreach and communication, ensuring that the offer of capital support is proactively extended to the suppliers that need it most.

The strategic value of the solution is further cemented by its ownership. The acquisition of Taulia by SAP brings several advantages.

“Trust is really important to both us and our suppliers,” Ahmed says. “For our suppliers to adopt a new solution, they need to know its technology they can rely on in the long term. Being part of SAP creates that assurance in the long-term future of the program.”

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Looking forward, Applied Materials is already focused on the next stage of the transformation project: Agile Finance 3.0, which is focused on enabling the organization to become AI-first. The company is deploying a global, organization-wide AI assistant to drive personal productivity, but the strategic application of AI in the supplier management space is even more profound.

AI is expected to transform decision-making enablement by analyzing critical information and communicating effective options. In the future, AI will be able to proactively assess the specific needs and attributes of the supplier base, enabling Applied to address issues more quickly and resolve them earlier. The benefits are already tangible in e-invoicing: AI has made the solution more flexible and “human-like,” capable of reading minor changes in invoice format that would have previously caused electronic errors. This reduced rigidity and increased flexibility are directly contributing to the overall efficiency of the digital operating model.

By leveraging the SAP Taulia Dynamic Discounting solution, Applied Materials has not only digitized a process but also strategically transformed its financial operations, creating a system that is agile, resilient, and focused on maintaining mutually beneficial relationships with its global supplier ecosystem.


Cedric Bru is CEO of SAP Taulia.

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Houston budget amendment would give financial assistance to help those impacted by a trash fee

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Houston budget amendment would give financial assistance to help those impacted by a trash fee

HOUSTON, Texas (KTRK) — Houston City Council could soon consider whether to offer financial assistance to help those who may struggle to afford a proposed trash fee.

This month, council will approve a budget. In it, Mayor John Whitmire doesn’t increase taxes.

However, he does want to charge a $5 monthly fee to cover trash services. A plan to help close the city’s nearly $200 million deficit that doesn’t add up to some.

Speaking in front of council on Wednesday, Super Neighborhood 64 president Lindsay Williams brought more than concerns, she had numbers surrounding the mayor’s proposed $5 monthly trash fee.

A plan his team says could climb to $25 a month by 2032. If it does, Williams told council that $300 annual cost would be just .15% of a $200,000 income.

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For someone making $15,000, it’s two percent. “More than 13 times the burden for the same trash, same truck and same fee, but not the same pay,” Williams explained.

However, Controller Chris Hollins said the mayor’s not being truthful about the real cost.

“Houstonians are not stupid,” Hollins said. “We should not treat Houstonians like they’re stupid.”

Hollins said the cost may need to be $40 a month. Whitmire didn’t respond to Hollins during the meeting when he asked if he plans to increase the fee.

No matter the cost, some council members want to offer financial relief. Right now, there are no exceptions.

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However, an amendment council will consider from Council Member Alejandra Salinas next week would change that.

“If they for whatever reason met the threshold and need an additional need because of the administrative fee, our amendment would allow them to apply for funds through the water fund,” Salinas said.

The trash fee wasn’t the only item from the mayor’s seven and a half billion dollar budget proposal that sparked debate. Hollins said a plan to divert money away from water utilities could drain a billion over the next five years from infrastructure money.

Whitmire disagrees saying there’s more than enough funds to handle the change, and continue with projects.

“We’ve all admitted the budget’s not perfect, but certainly it’s a first start that Houstonians understand and it’s a shame it’s being so politicized because it’s literally people’s lives and death,” Whitmire said.

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Council will vote on amendments next week. It has to have a new budget in place by the end of the month.

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How can I illustrate our financial position to a spouse who shows little interest?

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How can I illustrate our financial position to a spouse who shows little interest?

Reader question: My spouse has little interest in our financial position. As we age, this concerns me. I try to share some basic information (income, spending, account balances, debt, and so on) each month but rarely get a response. I think graphs or charts might be of more interest to her than a bunch of numbers. What recommendations would you have for illustrating our financial position so that I am not the only person aware of how we are situated? Thanks!

Answer: Your situation is pretty common. Most couples I know develop a division of labor over time, where one person is in charge of financial matters and the other person is less involved. That’s definitely the case for my husband and me. He’s in charge of paying all the monthly bills and preparing our tax returns, but the financial planning and investment decisions are up to me. This type of arrangement might work well for a long time, but can become less sustainable with age, particularly if the “finance person” in the relationship dies or develops a major health issue.

Online tools and mind maps

Illustrating your financial situation with charts and graphs is a great idea that might help your spouse become a little more involved. Morningstar’s  Portfolio X-Ray  tool includes a variety of images that help illustrate your financial situation. Websites for most major brokerage firms also include some visual tools. Schwab, for example, offers a Portfolio Checkup and a bar graph illustrating your account’s monthly income from dividends and interest income. Vanguard has a Portfolio Watch tool and a variety of performance illustrations, tools, and calculators.

A  mind map, which we used with clients when I worked for a financial advisory firm, can be another way to picture your entire financial situation on one page. There are various  softwaretemplates  for drawing a mind map, or you can simply sketch it out with a large sheet of paper and a pencil. Start with your names at the center of the page. Then draw spokes connecting to various categories, such as names of other family members; investment accounts; real estate and other assets, insurance policies, estate plans, key goals and values, and contact information for accountants, estate planners, and other professionals. It can be helpful to go through the mind map together and make any updates needed at least once a year.

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Other ways to communicate about money

A few other ideas—though not related to charts and graphs—might also be useful.

I like the idea of putting together a  net worth statement  that itemizes cash, taxable accounts, real estate, retirement accounts, and debt for each member of the couple as well as items owned jointly. It’s a good idea to update this document at least once a year and  discuss it as a couple. If you set up the document as a spreadsheet, you can include columns with additional information such as account numbers, what each account is used for, which accounts are subject to required minimum distributions, or tax issues like potential capital gains.

Many couples also put together a  binder  (sometimes humorously called a “Doomsday Book”) that contains information about where to find important paperwork, insurance policies, how bills are paid, what each account is for, steps the surviving spouse will need to take, final wishes, and any other critical information.

A well-qualified financial adviser can bridge the information gap

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Finally, you could consider working with a good  financial adviser,  who can help involve your spouse in financial matters while you’re still living and step in to fully manage investments and personal finance decisions if you pass away before your spouse. Make sure the adviser holds the Certified Financial Planner designation and charges fees that are reasonable. Although a 1% fee is still the industry standard for accounts of $1 million or less, it’s possible to find advisers who charge significantly less, including a few who price their services based on hours worked instead of a percentage of assets under management.

_____

This article was provided to The Associated Press by Morningstar. For more personal finance content, go to https://www.morningstar.com/personal-finance.

Amy C. Arnott, CFA, is a portfolio strategist for Morningstar and co-host of The Long View podcast.

Related links:

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Bill Bengen: ‘Inflation Is the Greatest Enemy of Retirees’

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3 Big Questions to Ask Your Aging Parents

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https://www.morningstar.com/personal-finance/3-big-questions-ask-your-aging-parents

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