Anfield Energy Amends Credit Facility with Extract

Executive Summary

• Anfield Energy entered into an Amending and Consent Agreement with Extract Advisors to amend its existing credit facility.
• As consideration, the company will issue 50,000 bonus common shares and 500,000 bonus common share purchase warrants (exercise price C$12.50, exercisable until 26 Sep 2028) to Extract.
• Proceeds from any warrant exercises will be used exclusively to repay principal on the credit facility; issuance is subject to TSXV approval.

Key Details

• Amending Agreement: Modifies terms of the existing Credit Facility with Extract Advisors (agent).
• Consent for Acquisition: Extract consents to Anfield’s proposed acquisition of all issued and outstanding securities of B.R.S. Inc.
• Bonus Shares: 50,000 common shares to be issued to Extract upon execution of the Amending Agreement.
• Bonus Warrants: 500,000 warrants granted to Extract, each allowing purchase of one common share at C$12.50; exercisable through 26 Sep 2028.
• Use of Proceeds: All cash received from warrant exercises will be applied to repayment of the Credit Facility principal while the facility remains outstanding.
• Regulatory Framework: Issuance complies with TSX Venture Exchange Policy 5.1 (Loans, Loan Bonuses, Finder’s Fees and Commissions) and is subject to TSXV approval.
• Related‑Party Transaction: Both Extract and its joint actor are insiders; the board has relied on MI 61‑101 exemptions because the fair market value of the transaction does not exceed 25 % of Anfield’s market capitalization.
• Board Approval: The directors determined the transaction is exempt from formal valuation and minority shareholder approval under sections 5.5(a) and 5.7(1)(a) of MI 61‑101.

Notable Quotes

“The amendment to our credit facility and the related issuance of bonus securities provide us with additional flexibility to complete the acquisition of B.R.S. Inc. while maintaining a disciplined capital structure,” – Corey Dias, Chief Executive Officer.