Comstock Inc. (NYSE: LODE) provided an update today on previously announced asset sales anticipated to close during the first quarter of 2023. The Company now expects more than $30 million in proceeds from the sale of certain non-mining properties and non-strategic investments, as well as collection of advances receivable. The Company is directly engaged with multiple parties and expects these transactions to close during the first quarter of 2023.
“We have made major advancements in just the past month on multiple fronts toward finalizing agreements and monetizing our non-strategic assets,” stated Mr. Corrado De Gasperis, Comstock’s executive chairman and chief executive officer. “These transactions enable our growth businesses for meaningful decarbonization.”
The Company also announced today the closing of bridge financing in anticipation of completing the transactions above, pursuant to which the Company issued an 8.0% Convertible Promissory Note due March 16, 2024 to an investor. The Convertible Note was issued with an original aggregate principal amount of $3,150,000 and a 5% original issue discount, corresponding to net proceeds of $3,000,000. Up to $2,000,000 of the Convertible Note is redeemable for cash 30-days following closing at 110% of the Face Value, plus interest.
DeGasperis added: “We have secured an excellent, safe financing that ensures the consummation of our asset sales with the flexibility to manage and minimize dilution, including the ability to redeem the substantial majority of the note upon receipt of proceeds from our asset sales while we maintain our pace of business commercialization.”
The Convertible Note is initially convertible into common stock of the Company at a price per share of $0.50. Starting 30 days after the closing for the Convertible Note, the conversion price is equal to 90% of the average of the five (5) lowest daily volume weighted average prices of the stock during the “Measurement Period.” The “Measurement Period” means the period starting on the trading day immediately after the day that the Investor receives common shares upon conversion of the Convertible Note and ending on the trading day immediately following the date upon which the aggregate dollar volume of the Company’s common stock traded on the trading market equals five (5) times the amount converted by the Investor on the relevant conversion, subject to a five (5) trading day minimum.
The Securities Purchase Agreement pursuant to which the Convertible Note was issued included customary representations and covenants for the sale and purchase of securities. In addition, the Securities Purchase Agreement has a covenant of the Investor not to take short positions in the Company’s stock while the Convertible Note is outstanding.
The foregoing descriptions of the Securities Purchase Agreement and the Convertible Note are qualified in their entirety by the Securities Purchase Agreement and the Convertible Note, which are included in a recently filed Form 8-K filed with Securities and Exchange Commission.
Comstock innovates technologies that contribute to global decarbonization and circularity by efficiently converting under-utilized natural resources into renewable fuels and electrification products that contribute to balancing global uses and emissions of carbon. The Company intends to achieve exponential growth and extraordinary financial, natural, and social gains by building, owning, and operating a fleet of advanced carbon neutral extraction and refining facilities, by selling an array of complementary process solutions and related services, and by licensing selected technologies to qualified strategic partners.
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