TORONTO, ONTARIO December 22, 2021 – Chieftain Metals Corp. (Chieftain) (TSXV: CFB) announces that its wholly-owned subsidiary, Chieftain Metals Inc. (the Company), has received C$1.6 million (New Loan) in the form of a Demand Promissory Note from West Face Long Term Opportunities Global Master L.P., with West Face Capital Inc. acting as agent (West Face Capital). The interest payment terms for this financing are governed by the terms of Chieftain’s existing bridge loan facility with West Face Capital announced on July 7, 2022 and subsequently amended on March 31, 2015. The New Loan is repayable upon demand and is secured by the same assets as the existing bridge loan facility with West Face Capital. The proceeds of the New Loan will be used for working capital purposes.
West Face Capital is a related party to Chieftain by virtue of its substantial shareholdings in Chieftain. Accordingly, the New Loan is a “related party transaction” as that term is defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (MI 61 101).
Chieftain is relying on applicable exemptions under MI 61-101 from the minority approval and formal valuation requirements including, in respect of the minority approval requirement, the exemption at Section 5.7(f) of MI 61-101 (Loan to Issuer, No Equity or Voting Component) and, in respect of the formal valuation requirement, the exemption at Section 5.5(b) of MI 61-101 (Issuer Not Listed on Specified Markets).
A material change report in respect of the New Loan will be filed less than 21 days before the closing of the transaction which Chieftain considers to be reasonable and necessary given the time required to conclude definitive documentation and the need to improve Chieftain’s financial condition in a timely manner.
The Board of Directors of Chieftain, all of whom are independent of West Face Capital, determined that the New Loan was necessary given the Company’s cash resources, and the best available option for continued liquidity.
West Face Capital is one of Canada’s leading alternative investment managers. West Face Capital is active in a wide range of strategies, including providing bespoke capital solutions to companies with unique opportunities. West Face Capital’s capabilities are underpinned by a seasoned multi-disciplinary investment team, proprietary origination channels and deep sector expertise, both domestically and internationally.
Chieftain Metals Corp. is a public holding company, whose principal business is the acquisition, exploration and development of mineral properties. Chieftain’s business has focused on the development of the Tulsequah Chief deposit located in north-western British Columbia, Canada. Chieftain’s properties consist of 63 mineral claims and Crown-grants covering approximately 32,688 hectares including two previously producing mines.
This press release contains forward-looking information. All statements, other than statements of historical fact, are forward-looking and can be identified by the use of future-oriented words and phrases including without limitation “may”, “will”, “could”, “subject to”, “expects” and variations and negatives thereof. The forward-looking information included in this press release include statements with respect to the intended use of proceeds of the New Loan. Forward-looking information contained in this document is based on the opinions and estimates of management as well as certain assumptions considered by management to be reasonable and which are made as at the date the information is given (including, in respect of the forward-looking information contained in this press release, assumptions regarding projected working capital requirements of Chieftain and assumptions and factors regarding Chieftain’s mineral properties. Readers should be cautioned that forward-looking information is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. Material risks include without limitation that the New Loan may be insufficient to address the intended use of proceeds as expected by management, inherent risks involved in the exploration and development of Chieftain’s mineral properties, volatility of metal prices and other factors. Readers are cautioned to not place undue reliance on forward-looking information because it is possible that predictions, forecasts, projections and other forms of forward-looking information will not be achieved by Chieftain. The forward-looking information contained herein is made as of the date hereof and Chieftain assumes no responsibility to update or revise it to reflect new events or circumstances, except as required by law.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.