Wyloo Metals confirms intent to convert loan



PERT, Australia, 23 July 2021 (GLOBE NEWSWIRE) – Wyloo Metals Pty Ltd. (“Wyloo Metals”) is pleased to provide an update on the US $ 15 million convertible loan (“Convertible Loan”) to Noront. Resources Ltd. (TSXV: NOT) (“Noront”).

Intent to convert a loan

On December 7, 2020, Wyloo Canada Holdings Pty Ltd (“Wyloo Canada”), a 100% subsidiary of Wyloo Metals, entered into an agreement with Resource Capital Fund V LP (“RCF”) to acquire its stake in Noront, including a Convertible Loan. The loan has a maturity date of September 30, 2021 and can be converted into Noront common shares at the option of Wyloo Metals at CAD 0.20 per common share. Wyloo Canada also has warrants (“Noront Warrants”) to acquire 1,774,664 Noront common shares at an exercise price of CAD 0.350 per share.

Wyloo Metals confirms that it intends to convert the Convertible Loan no later than the maturity date into Noront common shares, and not seek payment from Noront of the cash.

Wyloo Canada currently holds a total of 111,815,458 Noront common shares, representing approximately 24.4% of Noront common shares outstanding.one… At an exchange rate of $ 0.796 to the Canadian dollar.2Wyloo Canada will acquire an additional 94,274,994 Noront common shares following the conversion of the Convertible Loan. Following the conversion of the Convertible Loan, Wyloo Canada will hold 206,090,452 Noront common shares, representing approximately 37.3% of Noront common shares outstanding. If the Noront Warrants are also fully exercised, Wyloo Canada will hold 207,865,116 of Noront common shares, representing approximately 37.5% of Noront common shares outstanding.

Full Cash Offer Update

Since Wyloo Metals is an “insider” to Noront for the purposes of applicable securities law, at the time it announced its intention to offer Noront in full cash on May 25, 2021, Wyloo Metals asked Noront’s board of directors to obtain a formal valuation of Noront common shares by an independent an appraiser. Wyloo Metals is pleased to confirm that Noront has indicated that the formal assessment will be completed around July 30, 2021. Following the completion of the formal appraisal, Wyloo Metals intends to send the takeover prospectus and all necessary documents to the relevant securities regulators to Noront shareholders.

one Following the issue of 1,111,945 interest shares as announced by Noront on July 20, 2021.
2 As of July 22, 2021


Wyloo Metals is a metals and mining subsidiary of Tattarang, one of Australia’s largest private equity investment groups. Led by a multidisciplinary team of geologists, engineers and financial professionals, Wyloo Metals manages a diverse portfolio of exploration and development projects, as well as key interests of a number of public and private companies. Wyloo Metals is committed to working closely with all stakeholders to accelerate project delivery throughout the development cycle while meeting the highest international environmental, social and corporate standards. See more at: www.wyloometals.com

Some of the statements in this press release may be forward-looking statements or statements of future expectations based on currently available information. Such statements naturally involve risks and uncertainties, including the successful completion of the acquisition of Noront by Wyloo Metals. Factors such as developments in general economic conditions, future market conditions, unusual catastrophic losses, changes in the capital markets and other circumstances could cause actual events or results to differ materially from those expected in such statements. Wyloo Metals makes no representations or warranties, either express or implied, as to the accuracy, completeness or up-to-date status of such statements. Therefore, under no circumstances will Wyloo Metals and its subsidiaries be liable to anyone for any decision or action taken in connection with the information and / or statements in this press release, or for any related damages.

This press release does not constitute a recommendation, offer to buy, or solicit to sell Noront shares. Wyloo Metals has not submitted a buy or takeover offer for Noront shares as described in this press release. Wyloo Metals will only initiate a buy or takeover offer for Noront shares by filing a takeover prospectus with the relevant securities regulators in Canada, which will contain the full terms of the offer, including details of how the Offer may be accepted. Upon submission to the relevant Securities Regulatory Authorities of Canada, the takeover proposal prospectus and other supporting documentation will be available on the Noront profile on the SEDAR website (www.sedar.com).

This press release is issued in accordance with National Instrument 62-103 – Early Warning System and Related Proposal Issues and Insider Reporting, which requires a report to be filed on Noront’s SEDAR profile (www.sedar.com) containing Additional information. in relation to the above. A copy of this report can be obtained by contacting Wyloo Metals at info@wyloometals.com. Wyloo Metals address is PO Box 3155, Broadway Nedlands, WA 6009 Western Australia.

Andrew Bennett
М +61 427 782 503
T +61 8 6460 4949
E abennett@tattarang.com


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