Torq Resources Completes Extension of Credit Facility

Rhea-AI Summary

Torq Resources (TRBMF) has received regulatory approval to extend its $2.8 million Credit Facility for one year until July 11, 2026. As part of the extension agreement, the lender will receive 46,666,667 share purchase warrants, exercisable at $0.06 per common share until July 11, 2026. The interest rate will reset to 12% for the final year, and the lender will receive a $30,000 payment for security priority and default waivers. The lender's existing 7.5 million warrants at $0.35 will be cancelled. The new warrants include a blocker term limiting exercise to 9.99% of issued shares without company approval, with potential increase to 19.99% requiring TSXV and shareholder approval.

Positive

• Extension of Credit Facility provides additional financial flexibility for one year
• Cancellation of existing warrants at $0.35 eliminates potential dilution at higher price

Negative

• New warrants at $0.06 represent significant potential dilution at a lower price point
• Interest rate of 12% indicates relatively high cost of capital
• Additional $30,000 payment required for waivers suggests previous compliance issues

VANCOUVER, BC / ACCESS Newswire / June 20, 2025 / Torq Resources Inc. (TSXV:TORQ)(OTCQB:TRBMF) ("Torq" or the "Company") is pleased to announce that, further to its March 24, 2025 news release, it has received regulatory approval for the extension of its Credit Facility for a further one-year period until July 11, 2026. The Credit Facility in the amount of $2.8 million is extended from July 11, 2025 to July 11, 2026. In consideration the lender will receive 46,666,667 share purchase warrants ("Lender's Warrants"), with each Lender's Warrant exercisable for one common share at the price of $0.06 per common share until July 11, 2026. The interest rate on the Credit Facility will reset for the last year to 12% and the lender will receive a $30,000 payment in consideration of a recent security priority waiver and a default waiver. The lenders existing warrants (7,5000,000 at $0.35 exercisable until July 11, 2025) are being cancelled concurrent with the issuance of the new Lender's Warrants.

The Lender's Warrants are subject to a contractual blocker term that will prohibit exercise if the number of shares that would result on exercise combined with the Lender's other Torq shares would exceed 9.99% of issued Torq shares without the Company's approval, which threshold percentage, if waived by the Company, would require TSXV and Shareholders approval to exceed 19.99%. In accordance with TSXV policy, the Lenders Warrants are also subject to reduction if the Loan is prepaid before July 11, 2026.

ON BEHALF OF THE BOARD,

Shawn Wallace
CEO & Chair

For further information on Torq Resources, please visit www.torqresources.com or contact the company at (778) 729-0500 or info@torqresources.com.

About Torq Resources

Torq is a Vancouver-based copper and gold exploration company with a portfolio of premium holdings in Chile. The Company is establishing itself as a leader of new exploration in prominent mining belts, guided by responsible, respectful and sustainable practices. The Company was built by a management team with prior success in monetizing exploration assets and its specialized technical team is recognized for their extensive experience working with major mining companies, supported by robust safety standards and technical proficiency. The technical team includes Chile-based geologists with invaluable local expertise and a noteworthy track record for major discovery in the country. Torq is committed to operating at the highest standards of applicable environmental, social and governance practices in the pursuit of a landmark discovery. For more information, visit www.torqresources.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: Torq Resources Inc.

View the original press release on ACCESS Newswire

FAQ

What is the new interest rate for Torq Resources' (TRBMF) extended Credit Facility?

The interest rate will reset to 12% for the final year of the extended Credit Facility.

How many new warrants will be issued as part of TRBMF's Credit Facility extension?

The lender will receive 46,666,667 share purchase warrants, exercisable at $0.06 per common share until July 11, 2026.

What is the size of Torq Resources' extended Credit Facility?

The Credit Facility is for $2.8 million and has been extended until July 11, 2026.

What happens to Torq Resources' existing warrants under the new agreement?

The lender's existing 7.5 million warrants at $0.35 exercisable until July 11, 2025 will be cancelled concurrent with the issuance of the new warrants.

What ownership restrictions apply to the new warrants issued by TRBMF?

The warrants include a blocker term limiting exercise to 9.99% of issued shares without company approval, with potential increase to 19.99% requiring TSXV and shareholder approval.