A.B. Aterra Resources Ltd.

September 07, 2016 09:17 ET

A.B. Aterra Resources Transfers Convertible Notes of Silver Bear Resources

TORONTO, ONTARIO--(Marketwired - Sept. 7, 2016) - A.B. Aterra Resources Ltd. ("Aterra") announces that it has entered into a note transfer agreement with Inflection Management Corporation Limited ("Inflection") pursuant to which Aterra has agreed to sell Inflection $1,164,662.67 principal amount of convertible promissory notes (the "Transferred Notes") issued by Silver Bear Resources Inc. ("Silver Bear") for their principal amount plus accrued and unpaid interest. Aterra is currently the holder of convertible promissory notes issued by Silver Bear in the aggregate principal amount of $5,669,806.85 dated December 4, 2015 (the "Notes"). As such, upon completion of the transfer of the Transferred Notes, Aterra will continue to hold Notes in the principal amount of $4,505,144.18 (the "Retained Notes").

The Notes bear interest at 15% per annum and the principal and all accrued and unpaid interest are due at maturity on December 31, 2016. A holder of the Notes has the right to convert the outstanding principal amount of the Notes and all accrued and unpaid interest into common shares of Silver Bear at a conversion price equal to $0.045 per share, subject to adjustment.

In addition to the Notes, Aterra owns 40,468,579 common shares of Silver Bear (the "Owned Shares").

Assuming Aterra was to fully convert the $5,669,806.85 principal amount of its currently held Notes (but none of the interest thereon), and assuming no other conversion or new issuances of common shares by Silver Bear at or prior to such time, Aterra would acquire 125,995,707 common shares upon such conversion, representing approximately 43.9% of the then outstanding common shares. The common shares acquired upon such conversion, together with the Owned Shares, would amount in aggregate to 166,464,286 shares, representing approximately 57.9% of the then outstanding common shares.

If, following the transfer of the Transferred Notes, Aterra was to fully convert the $4,505,144.18 principal amount of Retained Notes (but none of the interest thereon), and assuming no other conversion or new issuances of common shares by Silver Bear at or prior to such time, Aterra would acquire 100,114,315 common shares upon such conversion, representing approximately 38.3% of the then outstanding common shares. The common shares acquired upon such conversion, together with the Owned Shares, would amount in aggregate to 140,582,894 shares, representing approximately 53.8% of the then outstanding common shares.

Aterra agreed to sell the Transferred Notes in order to adjust its holdings of equity and debt of Silver Bear in connection with certain secured loan facilities to be granted to Silver Bear and certain of its subsidiaries by Aterra and Inflection, as lenders, in the aggregate amount of US$55.2 million, as previously announced by Silver Bear. Aterra currently anticipates that it will convert its Retained Notes into common shares of Silver Bear shortly following the completion of the transfer of the Transferred Notes.

Aterra 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 common shares or other securities of Silver Bear through market transactions, private agreements, subscriptions from treasury or otherwise.

Contact Information

  • For further information, including a copy of the
    corresponding report filed with Canadian securities
    regulators, contact:
    Mr. Lambros Kyriakides
    +357 2 500 1500

    A.B. Aterra Resources Ltd
    Karaiskaki, 6, City House, 3032
    Limassol, Cyprus