NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES
Vancouver, British Columbia, January 9, 2018, Royalty North Partners Ltd. (TSXV:RNP) (“RNP” or the “Company”) would like to provide an update on the current status of each of the Company’s existing investments.
Country Wine & Spirits (“CWS”)
CWS has not satisfied certain obligations under the loan and royalty agreement entered into between CWS and RNP on August 10, 2016 (the “CWS Agreement”). RNP’s primary objective is to work with CWS to reach an outcome that allows CWS to continue to operate successfully as well as take care of its debt obligations. RNP is currently working to determine whether formal action is needed, legal or otherwise, to preserve the Company’s rights pursuant to the CWS Agreement. RNP has senior security in all of the assets of CWS and will enforce its legal rights if necessary. If it is determined that the best course of action for the Company is to either enforce its security or to restructure the current loan and royalty agreement, then this may result in changes to the fair value of the Company’s investment in CWS for accounting purposes.
Blue 360 Media (“Blue”)
Since RNP’s investment in March 2017, Blue has been able to successfully execute on its business plan of providing synthesized statutory materials to the law enforcement market in the United States. Blue is currently growing its reach through aggressive sales efforts as well as through acquisitions and Blue believes that further corporate growth can be achieved by adding complementary product offerings. RNP’s investment in Blue is performing as expected.
SunSystem Technology (“SST”)
SST is winding down its installation (“EPC”) division and going forward will focus solely on its services business (“O&M”). RNP is currently determining how best to assist SST through this transition which may include further investment and/or restructuring of the existing loan agreement entered into between SST and RNP on March 21, 2017. If it is determined that the best course of action for the Company is to restructure the current loan agreement, then this may result in changes to the fair value of the Company’s investment in SST for accounting purposes.
Advance Wire Products (“AWP”)
AWP continues to execute on significant demand for its custom merchandising solutions both in Canada and the US. AWP’s growth plan is driven through sales efforts to existing and new customers as well as sourcing new markets that may have demand for AWP’s custom fabrication capabilities. AWP is RNP’s fourth and most recent investment and has outperformed expectations to date.
Further to the press release dated December 19, 2017 the Company has entered into a second loan modification agreement (the “Second Modification Agreement”) with AWP allowing AWP to make an early prepayment of $450,000 towards the principal amount of the loan entered into with RNP on September 11, 2017. AWP has agreed to pay an early prepayment fee of $45,000 to RNP.
Under the terms of the Second Modification Agreement, the new principal outstanding under the loan is $5,450,000 (the “Loan”). The Loan will be repaid by way of monthly loan payments equal to a minimum annual loan payment (the “Fixed Payment”) plus a percentage of the gross sales (the “Variable Payment”) of AWP. The Fixed Payment is $327,000 and the Variable Payment will be 3.48% of gross sales.
The proceeds from the early prepayment have been received by the Company and have been used to reduce the Company’s indebtedness.
CIBC Credit Facility
The Company has determined that, given recent developments at CWS, it was in violation of one or more debt covenants with its senior lender (“CIBC”) as of December 31, 2017 according to the credit agreement entered into between RNP and CIBC on May 5, 2017. The Company is currently in process of working with CIBC to seek a waiver.
The Company is considering various financing alternatives including an equity financing which it may need to pursue in order to meet the Company’s debt obligations.
On behalf of the Company,
Chief Executive Officer and Director
About Royalty North Partners Ltd.