Empress Royalty Corp. (TSX-V:EMPR) (OTCQX:EMPYF) is pleased to announce that on December 5, 2023, the Company entered into a US$28.5M Accordion Credit Facility with Nebari Gold Fund 1, LP and Nebari Natural Resources Credit Fund II, LP.  The Credit Facility will replace the existing US$15M facility that the Company currently has in place with Nebari Natural Resources Credit Fund I LP.  The Company expects to initially drawdown approximately US$3.5M, the proceeds of which will be used to repay the existing facility and associated costs and provide working capital to the Company.  In addition, the accordion feature of the Credit Facility allows the Company to drawdown additional amounts under the Credit Facility for future investments.
 

“I am pleased to announce we have executed definitive agreements for a new US$28.5M Credit Facility with Nebari,” stated Alexandra Woodyer Sherron, CEO and President of Empress Royalty.  “We would like to thank Nebari for their continued support of Empress’ growth and strategic vision.  The refinancing will enable us to execute on our pipeline of opportunities. We are extremely excited for the future of Empress as this facility, combined with our projected revenue from our revenue generating investments, will allow us to further advance our development plans for Empress.”

Juan Alvarez, Managing Director at Nebari, stated “We are pleased to be extending our support of Empress Royalty in their growth strategy by entering into this Credit Facility and upsizing the Accordion. We are delighted to have seen Empress Royalty develop from a company with one revenue producing streaming and royalty asset to the current three, and we look forward to their continued growth.”

The Credit Facility shall bear interest at a rate of 7.5% per annum plus 3-month Term SOFR (3.5% floor).  An arrangement fee of 2.0% of each draw made under the Credit Facility is payable on closing, together with reimbursement of Nebari’s costs for each draw made.  In addition, an original issue discount of 4.25% is applicable to all loans made under the Credit Facility resulting in the Initial Principal Amount being approximately US$3.6M.  The Credit Facility is secured against the existing investment assets of the Company.  The Initial Loan has a term of three years, and any addition draws under the Accordion Feature will have a term of three years from that date of drawdown.

On closing of the Initial Loan, the Company will issue to Nebari, a total of 3,104,513 common share purchase warrants, of which 2,535,633 which will replace the share purchase warrants currently issued and outstanding in connection with the Initial Facility.  Each Bonus Warrant is exercisable into one common share for a period of three years from the Initial Loan and will be priced at $0.31, which is a nil premium to the 20-day volume weighted average trading price of the Company on the date of signing the agreements with a floor of the market price on the Pricing Date.  Nebari is also entitled to receive additional Bonus Warrants in connection with any further drawdowns made under the Accordion Feature of the Credit Facility.  The issuance of any Accordion Bonus Warrants is subject to the prior approval of the TSX Venture Exchange at the time of issue.  All Accordion Bonus Warrants will have a three-year term from the date issue.

The terms of the Credit Facility, including the issuance of the Bonus Warrants and the Accordion Bonus Warrants, remains subject to the final approval of the TSX Venture Exchange.  Endeavour Financial acted as Empress Royalty’s financial advisor and investment manager.

ABOUT NEBARI

Nebari is a private fund focused on financing bespoke debt and convertible debt facilities for public and private companies within the resources sector. Nebari’s leadership team has extensive technical, financial, and operational experience with leading global mining companies providing it with a true competitive edge. Nebari is actively seeking to partner with motivated and capable management teams focused on achieving clear plan targets. Nebari is based in Miami and has a team of partners located globally, including in London, Madrid, Zug, and Anchorage.

ABOUT EMPRESS ROYALTY CORP.

Empress is a global royalty and streaming creation company providing investors with a diversified portfolio of gold and silver investments. Since listing in December 2020, Empress has built a portfolio of precious metal investments and is actively investing in mining companies with development and production stage projects who require additional non-dilutive capital. The Company has strategic partnerships with Endeavour Financial and Terra Capital which allow Empress to not only access global investment opportunities but also bring unique mining finance expertise, deal structuring and access to capital markets. Empress is looking forward to continuously creating value for its shareholders through the proven royalty and streaming models.