Industria
Mountain Province Diamonds Announces US$10 Million Additional Borrowings Under Bridge Facility
The bridge credit facility agreement, which was originally entered into on February 24, 2025 (and was subsequently amended and restated on May 13, 2024 , to provide for a US$33 million working capital facility), provided for US$30 million in immediately available funds to the Company (the " "), with the Additional Bridge Term Facility to be made available to the Company at the discretion of Dunebridge on terms and conditions to be agreed to, which are now represented in the Amendment.
The Additional Bridge Term Facility will mature on the same date as the Original Bridge Term Facility, on March 18, 2026 , and is subject to the same rate of interest of 10.5% per annum, to be capitalized and compounded quarterly on the principal amount and payable on maturity. The interest rate will increase to 12.5% per annum, if the Additional Bridge Term Facility or the Original Bridge Term Facility are not repaid, together with all accrued interest, upon maturity.
As consideration for the Additional Bridge Term Facility, the Company will pay Dunebridge a US$1 million fee (the " ") on maturity. Payment of the Facility Fee is subject to receipt of disinterested shareholder approval in accordance with the TSX Company Manual (the " ") at a duly called meeting of the Company's shareholders or such approval no longer being required if the Company obtains an alternative listing of its common shares on the TSX Venture Exchange (the " ") and voluntarily delists its common shares from the Toronto Stock Exchange. The Company has not yet determined whether it will proceed with pursuing a listing on the TSXV. Failure to either obtain the requisite disinterested shareholder approval under the Manual or obtain an alternative listing of its common shares on the TSXV in advance of January 25, 2026 , unless waived or extended by the lender will constitute an event of default under the amended and restated bridge facility agreement.
Dunebridge is a "related party" of the Company, for the purposes of MI 61-101 and the entering into of the Amendment is a related party transaction for the purposes of Multilateral Instrument 61-101 – (" "). The Amendment is being completed pursuant to an exemption from the minority shareholder approval requirements applicable to a related party transaction under section 5.7(1)(e) of MI 61-101 on the grounds that the Company is in serious financial difficulty. The board of directors of the Company, acting in good faith, and all of the Company's independent directors, acting in good faith, have determined that entering into the Amendment, generally, and the Additional Bridge Term Facility, including the Facility Fee, is reasonable given the financial difficulties that the Company is facing (the " ").
On the basis that the Amendment involves Dunebridge, an insider and related party of the Company, but does not involve the issuance or potential issuance of the listed securities of the Company, MPD applied for, and received, the TSX's conditional approval for the Amendment and under Section 501(c) of the TSX Company Manual.
The TSX provided conditional approval of the Amendment on the basis that the value of the consideration to insiders in respect of the Additional Bridge Facility (excluding the Facility Fee) will not exceed 10% of the Company's market capitalization as of July 28, 2025 , being approximately CAD11.68 million .
The value of the consideration to insiders for the Additional Bridge Facility (excluding the Facility Fee) is an estimated CAD959,000 as of July 28, 2025 or 8% of the market capitalization of the Company discussed above. Such consideration reflects the interest consideration payable on the Additional Bridge Facility on maturity.
The value of the consideration to insiders for the Additional Bridge Facility (including the Facility Fee) is an estimated CAD2,329,000 as of July 28, 2025 or 20% of the market capitalization of the Company discussed above. Such consideration reflects the interest consideration payable on the Additional Bridge Facility on maturity plus the amount of the Facility Fee.
Mountain Province is a 49% participant with De Beers Canada Inc in the Gahcho Kué mine (the " ") located in Canada's Northwest Territories . The GK Mine consists of several kimberlites that are actively being mined, developed, and explored for future development. The Company also controls more than 96,000 hectares of highly prospective mineral claims and leases surrounding the GK Mine that include an indicated mineral resource for the Kelvin kimberlite and inferred mineral resources for the Faraday kimberlites.
For further information on Mountain Province Diamonds and to receive news releases by email, visit the Company's website at www.mountainprovince.com.
FOR FURTHER INFORMATION, PLEASE CONTACT: Mark Wall , President and CEO, 151 Yonge Street, Suite 1100, Toronto, Ontario M5C 2W7, Phone: (416) 361-3562, E-mail: info@mountainprovince.com
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