Copperstone Resources agrees with Sunstone to prepay additional purchase price for Viscaria acquisition (in key parts subject to EGM approval)
PRESS RELEASE Kiruna 20 November 2020
Copperstone Resources AB (publ) (“Copperstone” or the “Company”) has today agreed on an addendum (the “Addendum”) with its largest shareholder, Sunstone Metals Ltd (“Sunstone”), regarding
the acquisition of Avalon Minerals Viscaria AB (“Viscaria”, the subsidiary with the Viscaria mining assets). The Addendum is in key parts conditional upon EGM approval which will be on the agenda
on the rights issue EGM the Company is to summon. Instead of the initially agreed SEK 20 million in cash and 46 million new shares as the additional purchase price in the event of environmental
permit (jointly the "APP") obligation potentially owed to Sunstone, the Addendum is providing for the prepayment of the APP, in a total amount in cash of SEK 26 million. Out of this sum, a
down payment of SEK 4.8 million will be made before the EGM. The prepayment is to be funded through the rights issue amounting to approximately SEK 160 million (the “Rights Issue”) announced today,
see further Copperstone's separate press release today announcing this issue.
The acquisition agreement (the "Viscaria Agreement") was entered into in November 2018, and was completed in March 2019, where Copperstone issued 160 million shares (then representing approximately 25 percent of all shares) and whereby Sunstone became Copperstone's largest shareholder. The APP that Copperstone potentially has to pay to Sunstone was agreed with the condition that the Viscaria project will be granted an environmental permit for the intended mining operations, and consisting of a cash portion of SEK 20 million (if the permit is granted within seven years) and an equity portion of 46 million new shares (without limitation in time for the permit). The equity portion is furthermore subject to recalculation of the number of new shares in case of intervening splits, rights issues or other relevant corporate events (anti-dilution protection), and could potentially become payable in cash such as if future general meetings fail to authorize the agreed issuance of such new shares.
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