Repayment of Amounts Owing under Convertible Debenture of Northern Vertex Mining Corp.


GUERNSEY, Channel Islands, Dec. 03, 2020 (GLOBE NEWSWIRE) -- Further to the press release of Northern Vertex Mining Corp. (the “Company”) of December 2, 2020, Greenstone Resources II L.P. (“Greenstone II”) announces that it has been repaid (“Repayment”) in cash in full the principal amount, together with all accrued and unpaid interest, owing to it under the US$8.5 million unsecured subordinated convertible debenture issued in October 2019 (“Repaid Debenture”). Greenstone II will also receive a payment of US$2.0 million in consideration of waiving its conversion rights under the Repaid Debenture.

Greenstone II, together with its affiliates (“Greenstone”), has ownership of, and control over, 77,113,188 common shares of the Company (the “Shares”), representing approximately 30.7% of the issued and outstanding Shares (on a non-diluted basis). Greenstone also owns (i) warrants exercisable for 25,884,615 Shares of the Company (issued to Greenstone in May 2017, exercisable for 5 years at a price per warrant of C$0.91 for a period of two years and then a price of C$1.04 for the remaining 3 years) (the “2017 Warrants”), (ii) warrants exercisable for 25,085,625 Shares of the Company (issued to Greenstone in December 2018, exercisable for two years at a price per warrant of C$0.40) (the “2018 Warrants” and together with the 2017 Warrants, the “Warrants”), and (iii) share options exercisable for 1,200,000 Shares (issued to Greenstone in February 2019, exercisable for 5 years at a price per option of C$0.24) (the “Options”).

Prior to the Repayment and assuming conversion of the Repaid Debentures and exercise of the Warrants and Options (using an exchange rate of US$1.00 = Cdn$1.2933, the exchange rate published by the Bank of Canada on December 2, 2020), Greenstone would have owned and controlled, including the Shares it currently owns, an aggregate of 165,929,761 Shares, representing approximately 48.8% of the Company’s issued and outstanding Shares (on a diluted basis).

Following completion of the Repayment and using the same assumptions as set out above, Greenstone currently owns and controls, including the Shares it currently owns, an aggregate of 129,283,428 Shares, representing 38% of the Company’s issued and outstanding Shares (on a diluted basis), which represents a decrease of 36,646,333 Shares and a reduction of approximately 10.8% of the Company’s issued and outstanding Shares.

Greenstone was repaid the Repaid Debentures following commercial discussions with the Company Depending on market conditions and other factors, Greenstone may from time to time acquire and/or dispose of securities of the Company or continue to hold its current position. A copy of the early warning report required to be filed with the applicable securities commission in connection with the transactions will be available on SEDAR at www.sedar.com and can be obtained by contacting Matt Hornton or Gavin Hayman at +44 1481 749 700. Greenstone’s address is set out below.

Greenstone Resources II L.P.
PO Box 656, East Wing,
Trafalgar Court, Les Banques
St Peter Port, Guernsey

Northern Vertex Mining Corp.
Suite 1650
1075 West Georgia Street
Vancouver, BC
V6E 3C9