6-K
Metalla Royalty & Streaming Ltd. (MTA)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
| For the month of: June, 2020 |
|---|
| Commission file number:001-39166 |
Metalla Royalty & Streaming Ltd. (Translation of registrant's name into English)
501- 543 Granville Street, Vancouver, BC, V6C 1X8 (Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover:
[ ] Form 20-F [ x ] Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
EXHIBIT INDEX
| Exhibit | Description |
|---|---|
| 99.1 | Press Release dated June 30, 2020 (Secondary Offering Closing) |
| 99.2 | Press Release dated June 30, 2020 (Wharf Transaction Closing) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: June 30, 2020 | /s/ Kim Casswell |
|---|---|
| Kim Casswell | |
| Corporate Secretary |
Metalla Royalty & Streaming Ltd. : Exhibit 99.1 - Filed by newsfilecorp.com
METALLA AND COEUR CLOSE US$20.7 MILLION SECONDARY BOUGHT DEAL OFFERING OF COMMON SHARES OF METALLA INCLUDING FULL EXERCISE OF OVER-ALLOTMENT OPTION
June 30, 2020, Vancouver, British Columbia - Metalla Royalty & Streaming Ltd. (TSXV: MTA) (NYSE American: MTA) (the "Company" or "Metalla") and Coeur Mining, Inc. (NYSE: CDE) ("Coeur") announced that further to their press releases dated June 22, 2020 and June 23, 2020, they have closed the public offering of 3,910,000 common shares of Metalla (the "Common Shares") currently held by Coeur at a price of US$5.30 per Common Share for gross proceeds to Coeur of US$20,723,000 (the "Secondary Offering"), including 510,000 Common Shares as a result of the full exercise of the over-allotment option. PI Financial Corp., Haywood Securities Inc. and Cantor Fitzgerald Canada Corporation acted as co-lead underwriters for the Secondary Offering for a syndicate of underwriters including BMO Nesbitt Burns Inc. and Cormark Securities Inc. pursuant to an underwriting agreement with Metalla and Coeur dated June 23, 2020.
The net proceeds of the Secondary Offering were paid directly to Coeur, and Metalla did not receive any proceeds from the Secondary Offering.
Prior to the completion of the Secondary Offering, Coeur owned 5,241,310 common shares of Metalla, representing approximately 14.9% of the issued and outstanding common shares of Metalla. Following completion of the Secondary Offering and the repurchase by Coeur from Metalla of a 0.3875% royalty interest in Coeur's Wharf mine in exchange for 421,554 common shares of Metalla, which was previously disclosed in Metalla's June 22, 2020 news release, Coeur owns 909,756 common shares of Metalla, representing approximately 2.53% of the total issued and outstanding common shares of Metalla.
The Secondary Offering was made in each of the provinces of Canada (excluding Quebec) and in the United States by way of (i) a prospectus supplement (the "U.S. Prospectus Supplement") to the Company's existing U.S. registration statement on Form F-10 dated May 1, 2020 (the "Registration Statement"); and (ii) a prospectus supplement (the "Canadian Prospectus Supplement") to the Company's Canadian short form base shelf prospectus dated May 1, 2020 (the "Base Shelf Prospectus"). The Canadian Prospectus Supplement was filed with the securities commissions in each of the provinces of Canada and the U.S. Prospectus Supplement was filed with the United States Securities and Exchange Commission (the "SEC").
The U.S. Prospectus Supplement (together with the related Registration Statement) is available on the SEC's website at www.sec.gov and the Canadian Prospectus Supplement (together with the related Base Shelf Prospectus) is available on the SEDAR website maintained by the Canadian Securities Administrators at www.sedar.com. Alternatively, copies of the U.S. Prospectus Supplement and Canadian Prospectus Supplement may be obtained from PI Financial Corp., by email at syndication@pifinancial.com, Haywood Securities Inc., by email at ecm@haywood.com and Cantor Fitzgerald Canada Corporation by email at ecmcanada@cantor.com.
A copy of a report filed by Coeur pursuant to the early warning requirements of National Instrument 62-103 will appear under Metalla's profile on the SEDAR website at www.sedar.com.
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This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
ABOUT METALLA
Metalla was created for the purpose of providing shareholders with leveraged precious metal exposure by acquiring royalties and streams. Our goal is to increase share value by accumulating a diversified portfolio of royalties and streams with attractive returns. Our strong foundation of current and future cash-generating asset base, combined with an experienced team, gives Metalla a path to become one of the leading gold and silver companies for the next commodities cycle.
ABOUT COEUR
Coeur Mining, Inc. is a U.S.-based, well-diversified, growing precious metals producer with five wholly-owned operations: the Palmarejo gold-silver complex in Mexico, the Rochester silver-gold mine in Nevada, the Kensington gold mine in Alaska, the Wharf gold mine in South Dakota, and the Silvertip silver-zinc-lead mine in British Columbia. In addition, the Company has interests in several precious metals exploration projects throughout North America.
CONTACT INFORMATION
For further information, please contact:
Metalla Royalty & Streaming Ltd.
Brett Heath, President & CEO
Phone: 604-696-0741
Email: info@metallaroyalty.com
Kristina Pillon, Investor Relations
Phone: 604-908-1695
Email: kristina@metallaroyalty.com
Coeur Mining, Inc.
104 S. Michigan Avenue, Suite 900 Chicago, Illinois 60603
Attention: Paul DePartout, Director, Investor Relations
Phone: (312) 489-5800
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accept responsibility for the adequacy or accuracy of this release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This news release contains "forward-looking information" and "forward-looking statements" (the "forward-looking statements"), within the meaning of applicable Canadian and United States securities legislation, including statements with respect to Metalla's plan to accumulate a diversified portfolio with attractive returns, future cash generation by Metalla's assets and the potential for Metalla to become one of the leading gold and silver companies for the next commodities cycle. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as "expect", "plan", "anticipate", "project", "target", "potential", "schedule", "forecast", "budget", "estimate", "intend" or "believe" and similar expressions or their negative connotations, or that events or conditions "will", "would", "may", "could", "should" or "might" occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. These forward-looking statements are made as of the date of this news release. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the future circumstances, outcomes or results anticipated in or implied by such forward-looking statements will occur or that plans, intentions or expectations upon which the forward-looking statements are based will occur. While we have based these forward-looking statements on our expectations about future events as at the date that such statements were prepared, the statements are not a guarantee that such future events will occur and are subject to risks, uncertainties, assumptions and other factors which could cause events or outcomes to differ materially from those expressed or implied by such forward-looking statements. Known risk factors include risks associated with the impact of general business and economic conditions; the absence of control over mining operations from which Metalla will purchase precious metals or from which it will receive stream or royalty payments and risks related to those mining operations, including risks related to international operations, government and environmental regulation, delays in mine construction and operations, actual results of mining and current exploration activities, conclusions of economic evaluations and changes in project parameters as plans are refined; problems related to the ability to market precious metals or other metals; industry conditions, including commodity price fluctuations, interest and exchange rate fluctuations; interpretation by government entities of tax laws or the implementation of new tax laws; regulatory, political or economic developments in any of the countries where properties in which Metalla holds a royalty, stream or other interest are located or through which they are held; risks related to the operators of the properties in which Metalla holds a royalty or stream or other interest, including changes in the ownership and control of such operators; risks related to global epidemics, pandemics, or other public health crises, including the novel coronavirus (COVID-19) global health pandemic, and the spread of other viruses or pathogens; influence of macroeconomic developments; business opportunities that become available to, or are pursued by Metalla; reduced access to debt and equity capital; litigation; title, permit or license disputes related to interests on any of the properties in which Metalla holds a royalty, stream or other interest; the volatility of the stock market; competition; future sales or issuances of debt or equity securities; use of proceeds; dividend policy and future payment of dividends; liquidity; market for securities; enforcement of civil judgments; and risks relating to Metalla potentially being a passive foreign investment company within the meaning of U.S. federal tax laws, as well as those factors discussed in the section entitled "Risk Factors" in Metalla's Base Shelf Prospectus dated May 1, 2020 and filed with the Canadian Securities Administrators and related Registration Statement filed with the SEC, and the Canadian Prospectus Supplement and U.S. Prospectus Supplement, which may be viewed at www.sedar.com and www.sec.gov, respectively. Although we have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. We are under no obligation to update or alter any forward-looking statements except as required under applicable securities laws.
Metalla Royalty & Streaming Ltd. : Exhibit 99.2 - Filed by newsfilecorp.com
METALLA COMPLETES WHARF MINE ROYALTY ACQUISITION
| FOR IMMEDIATE RELEASE | TSXV: MTA |
|---|---|
| June 30, 2020 | NYSE AMERICAN: MTA |
Unless otherwise specified, all references to dollars set forth herein shall mean United States (U.S.) dollars.
Vancouver, British Columbia: Metalla Royalty & Streaming Ltd. ("Metalla" or the "Company") (TSXV: MTA) (NYSE American: MTA) is pleased to announce that, further to the news release dated June 22, 2020, it has completed the acquisition of a net 1.0% royalty interest on the operating Wharf mine ("Wharf") owned by Coeur Mining, Inc. (NYSE: CDE) from third parties for total consideration of $5.77 million, consisting of $1.0 million in cash and the issuance of 899,201 Metalla common shares.
Wharf has been in production since 1983 and is an open pit, heap leach operation located in the Northern Black Hills of South Dakota acquired by Coeur in February 2015 from Goldcorp Inc. for cash consideration of approximately $99.5 million. As part of this transaction, concurrent with the net 1.0% royalty interest acquired by Metalla, Coeur repurchased a separate 0.3875% royalty interest for cancellation.
ABOUT METALLA
Metalla was created for the purpose of providing shareholders with leveraged precious metal exposure by acquiring royalties and streams. Our goal is to increase share value by accumulating a diversified portfolio of royalties and streams with attractive returns. Our strong foundation of current and future cash-generating asset base, combined with an experienced team, gives Metalla a path to become one of the leading gold and silver companies for the next commodities cycle.
For further information, please visit our website at www.metallaroyalty.com.
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ON BEHALF OF METALLA ROYALTY & STREAMING LTD.
CONTACT INFORMATION
Metalla Royalty & Streaming Ltd.
Brett Heath, President & CEO
Phone: 604-696-0741
Email: info@metallaroyalty.com
Kristina Pillon, Investor Relations
Phone: 604-908-1695
Email: kristina@metallaroyalty.com
Website: www.metallaroyalty.com
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accept responsibility for the adequacy or accuracy of this release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian and U.S. securities legislation. The forward-looking statements herein are made as of the date of this press release only, and the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law.
Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budgets", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information in this press release includes, but is not limited to, future cash generation and the potential for Metalla to become one of the leading precious metal royalty and streaming companies. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which are beyond the ability of Metalla to control or predict and may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. The forward-looking statements contained in this press release are based on reasonable assumptions that have been made by management as at the date of such information and is subject to unknown risks, uncertainties and other factors that may cause the actual actions, events or results to be materially different from those expressed or implied by such forward-looking information, including, without limitation: the impact of general business and economic conditions; the ongoing operation of the properties in which the Company holds a royalty, stream, or other production based interest by the owners or operators of such properties in a manner consistent with past practice; absence of control over mining operations; the accuracy of public statements and disclosures made by the owners or operators of such underlying properties; no material adverse change in the market price of the commodities that underlie the asset portfolio; regulatory requirements; and other risks and uncertainties disclosed under the heading "Risk Factors" in the Company's most recent annual information form, annual report on Form 40-F and other documents filed with or submitted to the Canadian securities regulatory authorities on the SEDAR website at www.sedar.com and the U.S. Securities and Exchange Commission on the EDGAR website at www.sec.gov.
Although Metalla has attempted to identify important factors that could cause actual actions, events or results to differ materially from those contained in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Investors are cautioned that forward-looking statements are not guarantees of future performance. The Company cannot assure investors that actual results will be consistent with these forward-looking statements. Accordingly, investors should not place undue reliance on forward-looking statements or information.
Readers are cautioned that forward-looking statements are not guarantees of future performance. All of the forward-looking statements made in this press release are qualified by these cautionary statements.