Bonterra Announces C$5 Million Credit Facility

Core Viewpoint - Bonterra Resources Inc. has entered into a credit agreement with Wexford Capital for a non-revolving credit facility of C$5,000,000, providing financial flexibility amid ongoing challenges [1][2]. Credit Facility Details - The credit facility will be available as a single advance and will bear interest at a rate of 8.00% plus the Secured Overnight Financing Rate (SOFR) for a six-month period, maturing on September 23, 2026 [1]. - Interest accrued will be payable in arrears, with the option to pay in cash or common shares, calculated based on the volume-weighted average trading price (VWAP) of the shares [2]. Commitment Fee - A commitment fee of C$100,000 will be paid to the agent on the maturity date, also with the option to pay in cash or shares, calculated similarly to the interest payment [3]. Share Issuance Restrictions - No shares may be issued if it results in the lenders owning more than 19.9% of the outstanding shares, subject to TSX Venture Exchange approval [4]. Use of Proceeds - The funds from the credit facility will be used to indemnify shareholders from taxes related to previous flow-through private placements and to fund exploration and development expenditures on the Desmaraisville property [5]. Related Party Transaction - The credit agreement is classified as a "related party transaction" under Multilateral Instrument 61-101, as Wexford Capital is a related party [7]. Exemptions from Approval Requirements - The company has relied on exemptions from valuation and minority shareholder approval requirements, as the transaction's fair market value does not exceed 25% of the company's market capitalization [8][9]. Company Overview - Bonterra is a Canadian gold exploration company with significant assets, including the Gladiator and Barry deposits, which collectively hold 1.401 million ounces of Measured & Indicated Mineral Resources [10].