CoTec Holdings (TSXV:CTH)

CoTec Holdings Corp. Announces Increase In Convertible Loan

CoTec Holdings Corp. (TSXV:CTH) (the "Corporation") is pleased to announce an amendment to its convertible loan agreement dated November 19, 2024 (the "Convertible Loan Agreement") with Kings Chapel International Limited ("Kings Chapel").

Pursuant to the amendment, the principal amount available to the Company under the Convertible Loan Agreement has been increased by up to $2.5 million. The outstanding principal amount of the loan bears interest at an annual rate of 10% and is repayable, together with accrued and outstanding interest, on December 31, 2027. The Corporation's obligations under the Convertible Loan Agreement are unsecured.

The outstanding principal amount under the Convertible Loan Agreement will be converted into common shares of the Corporation ("Common Shares") (i) at any time at Kings Chapel's election, at a price of CAD$0.75 per share and (ii) automatically at a price of CAD$0.75 per share, on the first day on which the volume weighted average trading price of the Common Shares on the principal stock exchange on which the Common Shares are then traded over the immediately preceding 15 trading days is equal to or greater than $1.00. No conversion of the outstanding principal amount will occur to the extent that, after giving effect to the conversion, Kings Chapel, its affiliates and any person with whom Kings Chapel or its affiliates would own more than 49% of the outstanding Common Shares.

Kings Chapel is an existing insider and Control Person (as defined by TSX Venture Exchange ("TSXV") Rules) of the Corporation. Julian Treger, a director of the Corporation and its Chief Executive Officer, is a beneficiary of a family trust associated with Kings Chapel. As a result, the execution of the Convertible Loan Agreement is a related party transaction subject to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The execution of the Convertible Loan Agreement is exempt from the formal valuation requirements of MI 61-101 pursuant to subsection 5.5(b) of MI-61-101 because the Common Shares are listed only on the TSX Venture Exchange (the "TSXV") and is exempt from the minority shareholder approval requirements of MI 61-101 pursuant to subsection 5.7(1)(a) of MI 61-101 because the fair market value of neither the Convertible Loan Agreement nor the Common Shares issuable pursuant to the conversion of the outstanding principal amount under the Convertible Loan Agreement exceed 25% of the Corporation's market capitalization as determined in accordance with MI 61-101.

The issuance of Common Shares upon any conversion of the outstanding principal amount under the Convertible Loan Agreement is subject to the Corporation obtaining all necessary TSXV approvals. All securities issued in connection with the Convertible Loan Agreement will be subject to a statutory hold period of four months plus a day from the date of the Convertible Loan Agreement in accordance with applicable securities legislation in Canada.

About CoTec

CoTec is a publicly traded investment issuer listed on the TSXV and the OTCQB and trades under the symbol CTH and CTHCF respectively. CoTec Holdings Corp. is a forward-thinking resource extraction company committed to revolutionizing the global metals and minerals industry through innovative, environmentally sustainable technologies and strategic asset acquisitions. With a mission to drive the sector toward a low-carbon future, CoTec employs a dual approach: investing in disruptive mineral extraction technologies that enhance efficiency and sustainability while applying these technologies to undervalued mining assets to unlock their full potential. By focusing on recycling, waste mining, and scalable solutions, the Company accelerates the production of critical minerals, shortens development timelines, and reduces environmental impact. CoTec's strategic model delivers low capital requirements, rapid revenue generation, and high barriers to entry, positioning it as a leading mid-tier disruptor in the commodities sector.

For further information, please contact:

Braam Jonker - (604) 992-5600

Forward-Looking Information Cautionary Statement

Statements in this press release regarding the Company and its investments which are not historical facts are "forward-looking statements" that involve risks and uncertainties, including statements relating to management's expectations with respect to its current and potential future investments and the benefits to the Company which may be implied from such statements. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements. For further details regarding risks and uncertainties facing the Company please refer to "Risk Factors" in the Company's filing statement dated April 6, 2022, a copy of which may be found under the Company's SEDAR+ profile at www.sedarplus.ca.

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

Source

Click here to connect with CoTec Holdings Corp. (TSXV:CTH)(OTCQB:CTHCF) to receive an Investor Presentation

CTH:CA
CoTec Holdings

CoTec Holdings Investor Kit

  • Corporate info
  • Insights
  • Growth strategies
  • Upcoming projects

GET YOUR FREE INVESTOR KIT

The Conversation (0)
CoTec Holdings (TSXV:CTH)

CoTec Holdings

Keep reading...Show less

Unlocking value with disruptive resource technologies

Troy Minerals (CSE:TROY)

Troy Minerals Reports Drilling Results from the Lake Owen Project, Wyoming

Show 240.73 meters of Critical Metal Mineralization, Iron, Titanium, Vanadium, Scandium and Gallium

Keep reading...Show less
CoTec Holdings (TSXV:CTH)

CoTec Holdings Corp. Announces Filing of Amended and Restated Life Offering Document

CoTec Holdings Corp. (TSXV:CTH)(OTCQB:CTHCF) ("CoTec" or the "Company") announces that, further to its news release of May 20, 2025, it has filed an amended and restated offering document in connection with its proposed financing under the Listed Issuer Financing Exemption (as defined below), whereby the Company intends to raise up to $5 millionthrough an offering of up to 6,410,256 units (each, a "Unit") at a price of $0.78 per Unit (the "LIFE Offering").

Concurrently with the LIFE Offering, as previously announced, the Company also intends to complete a private placement financing whereby the Company intends to raise up to $5,000,000 through an offering of up to 6,410,257 Units to be priced at $0.78 per Unit (the "Concurrent Offering" and together with the LIFE Offering, the "Offering"). The Common Shares offered under the Concurrent Offering will be subject to a four month and one day hold period in accordance with applicable Canadian securities laws.

Keep reading...Show less
CoTec Holdings (TSXV:CTH)

CoTec Holdings Corp. Announces TSXV Approval Of Convertible Loan With Kings Chapel International Limited

CoTec Holdings Corp. (TSXV:CTH) ("CoTec" or the "Company") today announces that it has received the approval of the TSX Venture Exchange (the "TSXV") for the conversion component of its convertible loan agreement dated November 25, 2024 (as amended, the "Convertible Loan Agreement") with Kings Chapel International Limited ("Kings Chapel"), previously disclosed in the Company's news releases dated November 25, 2024 and February 28, 2025.

The outstanding principal amount under the Convertible Loan Agreement as at May 30, 2025 is $6,351,387 and $664,668 in interest has accrued thereunder.

Keep reading...Show less
CoTec Holdings (TSXV:CTH)

CoTec Holdings Corp. Files First Quarter Financial Statements And MD&A

CoTec Holdings Corp. (TSXV:CTH)(OTCQB:CTHCF) ("CoTec" or the "Company") is pleased to announce that it has filed its unaudited interim condensed consolidated financial statements and the accompanying management discussion and analysis ("MD&A") for the three months ended March 31, 2025. The financial statements and MD&A can be accessed under the Company's SEDAR profile at www.sedarplus.ca .

Julian Treger, CoTec CEO commented; "CoTec had an exceptional start to the year. Our main priority for the quarter was the continued roll-out of HyProMag USA, our Joint Venture U.S. based rare earth elements ("REE") magnet recycling and permanent magnet manufacturing Project. HyProMag USA selected its preferred bidder for engineering, procurement and construction management ("EPCM") services, culminating in the engagement of PegasusTSI Inc. ("Pegasus") and BBA USA Inc. ("BBA") and the commencement of the detailed design and engineering phase shortly after quarter-end. We have also expanded the scope of the detailed engineering to include three HPMS [i] vessels and initiated concept studies for further expansion and complementary "Long Loop" Recycling."

Keep reading...Show less
Provaris Energy

Provaris Energy


Keep reading...Show less
Troy Minerals (CSE:TROY)

Troy Minerals Reports Ongoing Geophysical Studies at the Lake Owen Project, Wyoming

Troy Minerals Inc. ("Troy" or the "Company") (CSE:TROY)(OTCQB:TROYF)(FSE:VJ3) is pleased to report on the processing and interpretation status of the airborne geophysical survey covering the 100% owned Lake Owen Project (the "Project"), which is located 50 km southwest of Laramie, Wyoming, USA (see Figure 1, 2).

Covering 1,424 hectares, the project is an exploration asset in the Proterozoic Lake Owen complex, favorable for titanomagnetite-hosted mineralization. Historically explored for Platinum Group Elements (PGE), it shows strong potential for vanadium, titanium, PGE, and other critical minerals.

Keep reading...Show less
CoTec Holdings

CoTec Holdings Investor Kit

  • Corporate info
  • Insights
  • Growth strategies
  • Upcoming projects

GET YOUR FREE INVESTOR KIT

Latest Press Releases

Related News

×