On October 9, 2024, Talisker Resources Ltd. (“Talisker”) (i) closed the second draw of US$11.75 million (the “Sprott Second Draw”) under the royalty agreement (“Royalty Agreement”) with Sprott Private Resource Streaming and Royalty (B) Corp. (“Sprott”), and (ii) issued a C$4 million convertible debenture (the “Convertible Debenture”) to the Phoenix Gold Fund (“Phoenix”). The proceeds received from these transactions will be used to continue to advance Talisker’s flagship Bralorne Gold Project in British Columbia and for general corporate purposes.
As part of the closing of the Sprott Second Draw, on September 16, 2024, Sprott entered into a subordination agreement with Osisko Gold Royalties Ltd (“Osisko”) which, among other matters, provided that the security interest over all present and after-acquired personal property of Bralorne Gold Mines Ltd. (“Bralorne”) (including a pledge of shares of Bralorne by Talisker and a debenture by Bralorne) granted in favour of Sprott will be subordinated to the security interest over all present and after-acquired personal property of Bralorne (including a pledge of shares of Bralorne by Talisker and a debenture by Bralorne) granted in favour of Osisko. Talisker also entered into an agreement with Sprott to amend the Royalty Agreement.
The Convertible Debenture is an unsecured obligation of Talisker in the principal amount of C$4 million. It bears interest at a rate of 12% per annum, calculated and payable quarterly in arrears, and has a term of three years. Phoenix may convert the principal amount to common shares of Talisker (the “Shares”) at a conversion price of $0.50, being 120% of the market price of the Shares on the Toronto Stock Exchange (the “TSX”) on the trading day prior to the date of the Convertible Debenture (the “Conversion Price”). Talisker has the option to convert all or any portion of the Convertible Debenture into Shares if the closing price of the Shares on the TSX is at least 130% of the Conversion Price for each of the 20 trading days before a notice of conversion is delivered to Phoenix.
Cassels acted for Talisker and Bralorne.