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Toronto, Ontario--(Newsfile Corp. - March 27, 2025) - Maritime Resources (TSXV: MAE) ("Maritime" or the "Company") announces that it has elected to issue an aggregate of up to 3,593,750 common shares (the "Interest Shares") to holders of US$5,000,000 non-convertible senior secured notes issued on August 14, 2023 (the "Notes") in full satisfaction of the interest payable thereunder as of March 31, 2025 (the "Interest Payment"). The final dollar amount of the Interest Payment will be calculated using the March 27, 2025 Secured Overnight Financing Rate ("SOFR") pursuant to the note indenture. The Notes bear interest at a rate equal to the SOFR plus 6% per annum, payable quarterly in arrears, and mature on August 14, 2025, unless extended by the Company to August 14, 2026.
In accordance with the terms of the Notes, the Company will issue the Interest Shares in satisfaction of the Interest Payment at a deemed price of C$0.072 per Interest Share. The issuance of the Interest Shares remains subject to the final approval of the TSX Venture Exchange.
In connection with the Interest Payment, the Company will issue an aggregate of up to 718,750 Interest Shares to Dundee Resources Limited ("Dundee") and, accordingly, the issuance of such Interest Shares to Dundee will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Shareholder Approval ("MI 61-101"). The Company will rely on exemptions from the formal valuation and minority shareholder approval requirements under MI 61-101 as neither the fair market value of the Interest Shares to be issued to Dundee, nor the consideration received for such Interest Shares, will exceed 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days prior to the election to issue the Interest Shares as the period required to determine the number and per share price of the Interest Shares only ended on March 27, 2025.
Additional details regarding the Notes can be found in the Company's news releases dated July 27, 2023 and August 21, 2023, both of which are available under the Company's profile on SEDAR+ at www.sedarplus.ca.
About Maritime Resources Corp.
Maritime (TSXV: MAE) (OTC Pink: MRTMF) is a gold exploration and development company focused on advancing the Hammerdown Gold Project in the Baie Verte District of Newfoundland and Labrador, a top tier global mining jurisdiction. Maritime holds a 100% interest directly and subject to option agreements entitling it to earn 100% ownership in the Green Bay Property which includes the former Hammerdown gold mine and the Orion gold project. Maritime controls over 439 km2 of exploration land including the Green Bay, Whisker Valley, Gull Ridge and Point Rousse projects. Mineral processing assets owned by Maritime in the Baie Verte mining district include the Pine Cove mill and the Nugget Pond gold circuit.