REG - URU Metals Limited - Extension of Convertible Loan Maturity Date

URU MetalsAnnouncement

31/05/2022 07:00

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RNS Number : 3122N  URU Metals Limited  31 May 2022

31 May 2022

URU  Metals Limited

("URU" or "the Company")

Extension of Convertible Loan Maturity Date

URU announces that it has agreed to extend the repayment date and long-stop
date for conversion of the convertible loan notes held by Boothbay Absolute
Return Strategies LP ("Boothbay") to 31 May 2023 (the "Maturity Date")
(previously the maturity date was 31 May 2022).  The date by which Boothbay
has the right to convert funds due under the loan note at £0.85 per new
ordinary share of the Company ("Ordinary Shares") has also been extended to
the Maturity Date. As consideration for the extension Boothbay has agreed: (i)
to pay to URU consideration of US$100,000 (the "Extension Fee"); and (ii)
agreed that it will not convert sums due to Boothbay under the convertible
loan note on or prior to 31 August 2022.

Details regarding the convertible loan note was announced by the Company on 6
May 2020, and the maturity date for the note has been extended on a number of
occasion since this date by agreement of the parties. As at 31 May 2022 the
total amount advanced by Boothbay Absolute Return Strategies LP to the Company
is US$500,000. The Extension Fee shall not be added to the total amount
outstanding and due to Boothbay.

Unless repaid by the Company, amounts due to Boothbay under the convertible
loan note shall convert at or prior to the Maturity Date:

(i) at a price that is a 35 per cent. discount to the Volume Weighted Average
Price ("VWAP") per share in the 5 trading days prior to the noteholder serving
a conversion notice;

(ii) on completion of an equity fundraising by the Company, at a price that is
a 35 per cent. discount to the price per share paid by investors on such
equity fundraising;

(iii) on a share sale (meaning a sale of Ordinary Shares giving control of the
Company, whether for cash and/or by way of exchange for shares in another
company and/or for other consideration, and whether or not control of the
Company changes as a result of such transaction), a 35 per cent. discount to
the price per share paid on such a share sale; or

(iv) if there is no conversion notice served, equity fundraising or share sale
prior to the Maturity Date, at a 35 percent. discount to the VWAP per share in
the 5 trading days prior to the maturity date.

In the event that Boothbay is issued with any new Ordinary Shares pursuant to
a conversion of the loan note, it will be issued with one warrant attaching to
each new Ordinary Share issued, with an exercise period of 18 months from the
date of grant and exercisable at £0.85 per new Ordinary Share.

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

For further information, please contact:

URU Metals Limited

John Zorbas

(Chief Executive Officer)

 +1 416 504 3978

SP Angel Corporate Finance LLP

(Nominated Adviser and Broker)

Ewan Leggat / Harry Davies-Ball

+ 44 (0) 203 470 0470

 

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