MONTREAL, April 23, 2024 (GLOBE NEWSWIRE) -- Cerro de Pasco Resources Inc. (CSE: CDPR) (OTCPK: GPPRF) (Frankfurt: N8HP) ("CDPR," or the "Corporation") is providing the following update.
Easement Update
CDPR is the titleholder of the concession located in Peru called "El Metalurgista" (the "Concession"), which grants it the right to explore and exploit the Quiulacocha Tailings located within its assigned area. The Mining Bureau of the Ministry of Energy and Mines (the "MB") has confirmed the enforceability of these rights.
As the date hereof, CDPR has successfully completed the following steps of the legal easement procedure: (i) Legal and technical assessment made by the MB. (ii) Valuation report of the easement area issued by the Ministry of Housing. (iii) Favorable technical opinion issued by the Ministry of Agriculture. (iv) Favorable decision from the Mining Council on the continuance of the easement procedure. (v) Complementary technical opinion from the Ministry of Housing addressing some clarifications requested by the MB. (vi) Obtain from the MB the Directorial Resolution that approved the draft of the Supreme Resolution that grants the easement right and the draft of the easement agreement.
The above means that for the easement to be formally granted, it is pending that the Supreme Resolution be signed by the Ministers of Energy and Mines and of Agriculture, and by the President. Currently the General Counsel of the Ministry of Energy and Mines is reviewing the draft of the Supreme Resolution. This review is the last step before the signing of the Supreme Resolution by the abovementioned members of the cabinet and by the President.
Financing
Pending the signature of the easement, $2.5M investment is being held by Lavery, de Billy, L.L.P., acting as escrow agent ("Lavery").
Partial Debt Settlement Agreement
The Corporation further announces the issuance of 2,000,000 common shares of the Corporation (the "Settlement Shares") to Riverfort Global Opportunities PCC LTD ("Riverfort") at a deemed issue price of $0.10 per Settlement Share in partial repayment of an amount owed to Riverfort under an amended and restated investment agreement effective as of January 31, 2024 (the "A&R Investment Agreement") among Riverfort, the Corporation and Cerro de Pasco Resources Del Perú S.A.C. The issuance of the Settlement Shares will reduce the amount owed to Riverfort under the A&R Investment Agreement to CAD 1,523,440.86 (the "Loan").
Amendments of Warrants
The Corporation also announces amendments to the terms and conditions of 4,283,277 outstanding share purchase warrants (the "Warrants") that were issued pursuant to non-brokered private placements closed between April 8, 2021, and May 27, 2021. Each Warrant entitles the holder to purchase one Common Share at a price of $0.50 per Common Share for a period of two years. On January 18, 2023, the term of the Warrants was extended to May 27, 2024. None of the Warrants have been exercised to date. The Corporation further extended the expiry date of the Warrants to April 8, 2026 and reduced their exercise price from $0.50 to $0.40, with all other terms and conditions of the Warrants remaining the same.
Issuance of Shares and Grant of Options to Consultants
On April 1, 2024, the Corporation entered into a consultancy agreement for services relating to strategic business development activities. As part of the consideration to be paid to the consultant, 50,000 Common Shares will be issued on a quarterly basis commencing on July 1, 2024, for a period of one year, for a total of 200,000 Common Shares. In accordance with applicable securities laws, these Common Shares will be subject to a statutory hold period ending four months and one day from the date of their issuance.
The Corporation also announces the grant of an aggregate of 400,000 stock options (the "Options") allowing consultants to purchase Common Shares at a price of $0.15 per Common Share for periods of three or five years from April 10, 2024. These Options were granted to consultants in accordance with the terms of CDPR's Stock Option Plan. The Options will be vested in stages over a period of twelve months, with 1⁄4 of the Options vesting in any three-month period.
蒙特利爾,2024年4月23日(環球新聞專線)——Cerro de Pasco Resources Inc.(CSE:CDPR)(OTCPK:GPPRF)(法蘭克福:N8HP)(“CDPR” 或 “公司”)正在提供以下更新。
地役權更新
融資
在地役權簽署之前,作爲託管代理人的Lavery, de Billy, L.L.P.(“Lavery”)持有250萬美元的投資。
部分債務清算協議
公司進一步宣佈,將以每股結算股0.10美元的認定發行價向Riverfort Global Opportunities PCC LTD(“Riverfort”)發行公司2,000,000股普通股(“結算股”),以部分償還根據Riverfort、該公司和Cerro de Pasco Resources於2024年1月31日生效的經修訂和重述的投資協議(“A&R投資協議”)欠裏弗福特的款項 Del Perué S.A.C. 和解股份的發行將減少A&R下欠Riverfort的金額投資協議金額爲1,523,440.86加元(“貸款”)。
認股權證的修訂
公司還宣佈修訂4,283,277份未償還股票購買權證(“認股權證”)的條款和條件,這些認股權證是根據2021年4月8日至2021年5月27日期間結束的非經紀私募發行而發行的。每份認股權證使持有人有權以每股普通股0.50美元的價格購買一股普通股,爲期兩年。2023年1月18日,認股權證的期限延長至2024年5月27日。迄今爲止,尚未行使任何認股權證。該公司進一步將認股權證的到期日延長至2026年4月8日,並將行使價從0.50美元降至0.40美元,認股權證的所有其他條款和條件保持不變。
向顧問發行股票和授予期權
2024年4月1日,公司簽訂了與戰略業務發展活動相關的服務諮詢協議。作爲支付給顧問的對價的一部分,將從2024年7月1日起按季度發行50,000股普通股,爲期一年,總計20萬股普通股。根據適用的證券法,這些普通股的法定持有期將自發行之日起四個月零一天結束。
該公司還宣佈授予總計40萬股股票期權(“期權”),允許顧問從2024年4月10日起以每股普通股0.15美元的價格購買普通股,爲期三到五年。這些期權是根據CDPR股票期權計劃的條款授予顧問的。期權將在十二個月內分階段歸屬,其中1⁄4的期權將在任何三個月內歸屬。