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P2 Gold Closes Restructuring of Gabbs Payment Terms

VANCOUVER, British Columbia, March 21, 2023 (GLOBE NEWSWIRE) -- P2 Gold Inc. (“P2” or the “Company”) (TSX-V:PGLD) (OTCQB:PGLDF) reports that, following the appr

articleP2 Gold Inc.March 21, 20235/company/p2-gold-inc/news/p2-gold-closes-restructuring-of-gabbs-payment-terms
P2 Gold Closes Restructuring of Gabbs Payment Terms

About this update from P2 Gold Inc.

[{"type":"text","content":" VANCOUVER, British Columbia, March 21, 2023 (GLOBE NEWSWIRE) -- P2 Gold Inc. (“P2” or the “Company”) (TSX-V:PGLD) (OTCQB:PGLDF) reports that, following the approval of the TSX Venture Exchange (the “Exchange”), it has closed the restructuring of the outstanding payment terms for the acquisition of the Gabbs Project located on the Walker-Lane Trend in the Fairplay Mining District of Nye County, Nevada. (See the Company’s news release dated March 6, 2023 announcing the restructuring of the outstanding payment terms for the acquisition of the Gabbs Project). In closing the restructuring, the Company issued 2,659,748 shares (the “Shares”) in the capital of the Company to Waterton Nevada Splitter, LLC (“Waterton”), an affiliate of Waterton Precious Metals Fund II Cayman, LP. As part of the restructuring, the Company entered into an amending agreement (the “Amending Agreement”) with Waterton pursuant to which the Company issued the Shares and agreed to pay to Waterton (a) US$150,000 on or before December 31, 2023, (b) US$250,000 on or before December 31, 2024, (c) US$2 million on or before December 31, 2025 and (d) US$2.4 million on or before December 31, 2026. The Amending Agreement also contemplates, (x) if the Company raises, through the issuance of debt or equity, in excess of C$7.5 million (excluding flow-through funds), 10% of the funds raised will be paid to Waterton against the longest dated milestone payment and (y) on the sale of an interest in, or of, Gabbs, the proceeds will be paid to Waterton up to the amount outstanding at the time. Also as part of the restructuring, the Company issued to Waterton a US$4,000,000, zero coupon convertible note (the “Note”), which has been approved by the Exchange as part of the restructuring. The Note has a four-year term and is convertible at a price of C$0.30 per share provided that the Note cannot be converted if all payments due under the Amending Agreement have been made at the time the Note is called (other than if a change of control is to occur prior to repayment of the Note). The Note can be called at any time on payment of 115% in the first year, 130% in the second year and 150% thereafter and is due on maturity, an event of default or a change of control. Also, under the Note, approval by the shareholders of the Company is required if conversion of the Note would make Waterton...

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