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Western Resources and Vantage Chance Limited Signs Amended and Restated Subscription Agreement
VANCOUVER, British Columbia, May 20, 2022 (GLOBE NEWSWIRE) -- Western Resources Corp. (“Western” or the “Company”) (TSX: WRX) is pleased to announce that it has
About this update from Western Resources Corp
[{"type":"text","content":" VANCOUVER, British Columbia, May 20, 2022 (GLOBE NEWSWIRE) -- Western Resources Corp. (“Western” or the “Company”) (TSX: WRX) is pleased to announce that it has entered into an Amended and Restated Subscription Agreement (the “Amendment”) originally signed on February 16, 2022 with Vantage Chance Limited (“Vantage”), in which Vantage has committed to make a strategic equity investment of C$80,000,000 (the “Investment Transaction”) in Western Potash Holdings Corp. (“WPHC”), a wholly owned subsidiary of the Company. The Amendment includes, among others, the following two material changes: 1. Subject to satisfaction or waiver of all closing conditions, the Investment Transaction will close in two tranches: a. on or before May 31, 2022, Vantage will purchase from WPHC and WPHC agrees to issue to Vantage 64,896,592 common shares at a purchase price of C$33,000,000; and b. on or before July 31, 2022 (the “Subsequent Closing Date”), Vantage will purchase from WPHC and WPHC agrees to issue to Vantage 92,428,479 common shares at a purchase price of C$47,000,000 (the “Subsequent Subscription”). On Subsequent Closing Date, Vantage will be the registered and beneficial owner of an aggregate of 157,325,071 common shares of WPHC, representing 54% of the total issued and outstanding common shares in WPHC for total proceeds of $80,000,000.00. 2. Within 180 days after the Closing of the Subsequent Subscription, either of the Company or Vantage may elect to convert all of the 157,325,071 shares held by Vantage into 219,726,258 common shares of the Company, which will represent approximately 54% of the current total issued and outstanding common shares of the Company (the “Conversion Option”). There are no anti-dilution provisions which provide an adjustment for events for which not all securities holders are compensated for. The exercise of Conversion Option will create a new control person of the Company. The conversion will be subject to the TSX approval and Western shareholders’ approval. The Amendment will be available on SEDAR under the issuer profile of the Company at www.sedar.com. Bill Xue, Western’s Chairman and CEO ...