Inflection Management Corporation Limited

September 07, 2016 09:15 ET

Inflection Management Corporation Acquires Additional Convertible Notes of Silver Bear Resources

TORONTO, ONTARIO--(Marketwired - Sept. 7, 2016) - Inflection Management Corporation Limited ("Inflection") announces that it has entered into a note transfer agreement with A.B. Aterra Resources Ltd. ("Aterra") pursuant to which Inflection has agreed to purchase from Aterra $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. Inflection is currently the holder of convertible promissory notes issued by Silver Bear in the aggregate principal amount of $12,350,769.86 dated December 4, 2015. As such, upon completion of its purchase of the Transferred Notes, Inflection will hold convertible promissory notes issued by Silver Bear in the aggregate principal amount of $13,515,432.53 (the "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, Inflection owns 41,176,471 common shares of Silver Bear (the "Owned Shares").

Assuming Inflection was to fully convert the $12,350,769.86 principal amount of its currently held Notes (but none of the interest thereon), and assuming no other conversions or new issuances of common shares by Silver Bear at or prior to such time, Inflection would acquire 274,461,552 common shares upon such conversion, representing approximately 63.0% of the then outstanding common shares. The common shares acquired upon such conversion, together with the Owned Shares, would amount in aggregate to 315,638,023 shares, representing approximately 72.4% of the then outstanding common shares.

If, following its purchase of the Transferred Notes, Inflection was to fully convert the $13,515,432.53 principal amount of its Notes (but none of the interest thereon), and assuming no other conversions or new issuances of common shares by Silver Bear at or prior to such time, Inflection would acquire 300,342,945 common shares upon such conversion, representing approximately 65.1% of the then outstanding common shares. The common shares acquired upon such conversion, together with the Owned Shares, would amount in aggregate to 341,519,416 shares, representing approximately 74.0% of the then outstanding common shares.

Inflection is acquiring the Transferred Notes for investment purposes. It currently anticipates that it will convert its Notes into common shares of Silver Bear shortly following the completion of its purchase of the Transferred Notes. Inflection continues to monitor the business, prospects, financial condition and potential capital requirements of Silver Bear. Depending on its evaluation of these and other factors, Inflection 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

  • Ms. Christina Theodosiadou
    + 357 2 425 4554

    Inflection Management Corporation Limited
    3 Afentrikas Street, Office 102-3, 6018
    Larnaca, Cyprus