AI assistant
Cavvy Energy Ltd. — Capital/Financing Update 2024
Aug 6, 2024
45516_rns_2024-08-06_510fffe9-923d-4a59-a040-0bd6c7958786.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
MATERIAL CHANGE REPORT (FORM 51-102F3)
Item 1 Name and Address of Company
Pieridae Energy Limited (“ Pieridae ” or the “ Company ”) Suite 3100, 308 4[th] Avenue SW Calgary, Alberta T2P 0H7
Item 2
Date of Material Change
July 25, 2024
Item 3 News Release
A news release disclosing the material change was disseminated on July 25, 2024 through the services of GlobeNewswire.
Item 4 Summary of Material Change
On July 25, 2024, Pieridae completed the sale of its Goldboro assets in Nova Scotia for cash consideration of $12 million, subject to the repayment of the Company’s $24 million subordinated secured bridge loan (the “ Bridge Loan ”) and release of all security granted thereunder, and certain customary closing adjustments (the “ Goldboro Sale ”). On the same date, Pieridae issued an irrevocable notice of repayment to the lender of the Bridge Loan. On August 1, 2024, the Bridge Loan was repaid and the Goldboro Sale closing was completed with non-material adjustments.
Also on July 25, 2024, the Company entered into a subscription agreement with an existing insider shareholder for the issuance of 12.8 million common shares of the Company at a price of $0.35 per share for aggregate gross proceeds of $4.48 million (the “ Private Placement ”). The Private Placement closed on August 2, 2024.
Item 5.1 Full Description of Material Change
On July 25, 2024, Pieridae completed the Goldboro Sale subject to the repayment of the Bridge Loan and the discharge of security held by Third Eye Capital Corporation (“ TEC ”), the lender of the Bridge Loan. On the same date, the Company issued a binding, irrevocable notice of repayment to TEC to repay the Bridge Loan in full, using the proceeds of the Goldboro Sale and existing liquidity. On August 1, 2024, the Company completed the payment to TEC of all amounts owing under Bridge Loan, including the principal balance, all accrued interest thereon and certain other amounts payable by the Company, and TEC’s security was discharged or authorized to be discharged in full, completing the closing of the Goldboro Sale with non-material adjustments to the final proceeds.
Also on July 25, 2024, Pieridae entered into a subscription agreement (the “ Subscription Agreement ”) with Alberta Investment Management Corporation, an existing shareholder of the Company, for the issuance of 12.8 million common shares of Pieridae (“ Common Shares ”) at a price of $0.35 per share, for aggregate gross proceeds of $4.48 million. The Private Placement was closed in accordance with the
Subscription Agreement on August 2, 2024. The proceeds of the Private Placement will be used by the Company to repay a portion of the Company’s existing credit facilities. Following the completion of the Private Placement, the Company has 171,911,336 Common Shares issued and outstanding.
Item 5.2 Disclosure for Restructuring Transaction
Not applicable.
Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Darcy Reding, President & Chief Executive Officer Adam Gray, Chief Financial Officer Telephone: (403) 261-5900
Item 9 Date of Report
August 6, 2024.