|By PR Newswire||
|September 18, 2013 07:08 PM EDT||
TORONTO, Sept. 18, 2013 /CNW/ - Aterra Investments Limited ("Aterra") announces that it has advanced funds to Silver Bear Resources Inc. ("Silver Bear") in consideration for a $500,000 promissory note (the "Promissory Note"). The Promissory Note bears interest at 20% per annum and the principal and interest are due and payable at maturity on December 9, 2013. In the event Silver Bear completes an equity financing while the Promissory Note is outstanding, Aterra may, subject to regulatory approval, convert the outstanding principal and interest into securities having the same price and other terms as those offered by Silver Bear in such equity financing. If an equity financing is not completed on or prior to November 8, 2013 (or, in the event Silver Bear shareholder approval is required to be obtained, not later than December 8, 2013), Aterra has the right, subject to regulatory approval, to convert the outstanding principal and interest on the Promissory Note into common shares of Silver Bear at a conversion price per share equal to the volume weighted average trading price of such shares on the TSX for the five business days prior to notice of such conversion being given by Aterra (subject to a maximum conversion price of $0.15 per share).
In addition to the Promissory Note, Aterra owns 5,513,888 common shares of Silver Bear (the "Owned Shares") and warrants ("Warrants") to purchase an additional 569,444 shares at an exercise price of $0.33 per share exercisable until June 4, 2016.
Assuming Aterra were to fully convert the $500,000 principal amount of the Promissory Note (but none of the interest thereon) at a price of $0.15 per share and exercise all its Warrants, and assuming no other new issuances of shares by Silver Bear at or prior to such time, Aterra would acquire 3,333,333 common shares upon conversion of the Promissory Note and an additional 569,444 common shares upon exercise of the Warrants, representing approximately 5.0% and 0.9%, respectively, of the then outstanding common shares. The shares acquired upon such conversion and exercise, together with the Owned Shares, would amount in aggregate to 9,416,665 shares, representing approximately 14.3% of the then outstanding common shares.
Aterra acquired the Promissory Note for investment purposes and continues to monitor the business, prospects, financial condition and potential capital requirements of Silver Bear. Depending on its evaluation of these and other factors, Aterra may from time to time in the future increase or decrease its ownership, control or direction over the shares or other securities of Silver Bear through market transactions, private agreements, subscriptions from treasury or otherwise.
SOURCE Aterra Investments Limited