Latest news with #Agreements
Time of India
5 days ago
- Business
- Time of India
CAG estimates on losses to BSNL from RJIL a misinterpretation, correction done: MoS Telecom
(You can now subscribe to our (You can now subscribe to our Economic Times WhatsApp channel The Comptroller and Auditor General of India estimates on losses to BSNL from Reliance Jio Infocomm was based on the misinterpretation of a clause on add-on technology, and it has been rectified in a transparent and equitable manner, Parliament was informed on CAG report tabled in Parliament in April had said the government suffered a loss of Rs 1,757.56 crore as state-owned telecom firm BSNL failed to bill Reliance Jio for 10 years since May 2014 as per their agreement on passive infrastructure sharing."BSNL has Master Service Agreements (MSAs) with M/s RJIL, for leasing of BSNL's tower infrastructure to install their equipment. There is no revenue loss to BSNL and government. The estimate of CAG was based on the misinterpretation of the clause of add-on technology, which has now been rectified in a transparent and equitable manner. BSNL has since raised the revised invoices from RJIL," Minister of State for Telecom, Pemmasani Chandra Sekhar said in the Lok Sabha in a written measures taken by the government to fix accountability, recover losses and prevent recurrence of such lapses in the functioning of BSNL, Pemmasani said actions such as resolving the ambiguity in agreement clauses, monetisation of surplus inventory, issuance of revised demands and recovery have been taken."Further, PSUs have been advised to timely process bills and be extra cautious while taking policy/business decisions," he said.
Cision Canada
21-07-2025
- Business
- Cision Canada
INTERNATIONAL BATTERY METALS LTD. ANNOUNCES NON-BROKERED PRIVATE PLACEMENT FINANCING
VANCOUVER, BC and PLANO, Texas , July 21, 2025 /CNW/ - International Battery Metals Ltd. (" IBAT" or the " Company") (TSXV: IBAT) and (OTCQB: IBATF) is pleased to announce that it has entered into subscription agreements (the " Subscription Agreements") with Encompass Capital Advisors LLC, acting for certain fund entities and managed accounts for which Encompass Capital Advisors LLC exercises investment discretion (collectively, " Encompass"), pursuant to which the Company has agreed to issue US$5 million in units (the " Units") of the Company (the " Offering"). The issue price per Unit will be based on the maximum permissible discount to the market price of the Company's common shares (the " Common Shares") under the rules of the TSX Venture Exchange (the " TSXV") as of closing on the trading day immediately preceding the announcement of the closing of the Offering (the " Market Price"). Each Unit will consist of one Common Share and one Common Share purchase warrant (a " Warrant"). Each Warrant will entitle the holder to acquire one Common Share (each, a " Warrant Share") at an exercise price equal to the Market Price per Warrant Share, until the date which is three years from the date of issuance. The Company expects to close the Offering (the " Closing") on or around August 8, 2025, subject to the approval of the TSXV of the Offering and the Warrant Amendments (as defined below) with respect to certain existing warrants of the Company held by Encompass. At the Closing, the Company has agreed to issue 25,765,258 Units to Encompass at a deemed issue price of approximately US$0.19406 for aggregate gross proceeds of US$5,000,000, which is based on an issue price of C$0.26625 for aggregate gross proceeds of C$6,860,000 using the Bank of Canada US$1.00 to C$ exchange rate as of July 18, 2025 of US$1.00 to C$1.372. The Warrants issuable pursuant to the Closing will entitle the holder to acquire one Warrant Share at an exercise price of C$0.355 per Warrant Share for a period of three years from the date of the Closing. The proceeds from the Offering will be used for preparing IBAT's modular direct lithium extraction plant (" MDLE Plant") for future operations and general corporate purposes. In addition, pursuant to the Subscription Agreements, the Company has granted Encompass the right but not the obligation, exercisable by Encompass in its sole discretion, to purchase up to US$2 million of additional Units of the Company (the " Additional Investment"). Such right will be exercisable by Encompass at any time on or before December 31, 2025. The terms of the Additional Investment will be at least as favorable for Encompass as such terms set forth in the Subscription Agreements and the other applicable transaction documents and terms offered by the Company to any other existing or future investors in respect of a private placement entered into or completed by the Company by December 31, 2025. The securities issued under the Offering are subject to a statutory hold period of four months and one day from the date of issuance under Canadian Securities laws. The offer and sale of the Units were made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the " Securities Act"), or applicable state securities laws, and have been sold in a private placement pursuant to Regulation D of the Securities Act. The securities issued in the private placement may not be offered or sold in the United States absent registration or pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state in which such offer or sale would be unlawful prior to the registration or qualification under the securities laws of such state. In connection with the Offering, the Company has entered into amended and restated registration rights agreements with respect to the registration rights agreements entered into by the Company with Encompass and EV Metals VI LLC (" EV Metals VI", together with certain of its affiliates and subsidiaries, " EV Metals"), each dated May 3, 2024 (the " RRA Amendments"). In addition, concurrently with the Offering and subject to the approval of the TSXV, the Company will extend the expiration date of the warrants issued under the following private placements with Encompass and EV Metals, as summarized below (the " Warrant Amendments"): Private Placement Warrants Issued Proposed Amendments Private Placement with Encompass on April 21, 2023 6,396,999 warrants issued pursuant to a private placement of units of the Company, with each warrant entitling the holder thereof to purchase one Common Share at a price of C$1.21 per Common Share until May 3, 2026 (as extended on April 26, 2024) Extend the expiration date of the warrants under such private placement to April 21, 2028. Amend each warrant certificate by adding certain restrictions that limit Encompass from becoming a controlled person as defined under the Securities Act (Ontario) through exercise of such warrants. Private Placement with EV Metals on February 29, 2024 2,702,400 warrants issued pursuant to a private placement of units of the Company, with each warrant entitling the holder thereof to purchase one Common Share at a price of C$1.25 per Common Share until March 1, 2026 Extend the expiration date of the warrants under such private placement to the same expiration date of the Warrants to be issued in the Offering. Private Placement with Encompass and EV Metals on May 3, 2024 18,642,134 warrants issued pursuant to a private placement of units of the Company, with each warrant entitling the holder thereof to purchase one Common Share at a price of C$0.9579 per Common Share until May 3, 2026 Extend the expiration date of the warrants under such private placement to the same expiration date of the Warrants to be issued in the Offering. With respect to the warrants held by Encompass, amend the respective warrant certificates by adding certain restrictions that limit Encompass from becoming a controlled person as defined under the Securities Act (Ontario) through exercise of such warrants. Private Placement with Encompass and EV Metals on June 19, 2024 11,478,246 warrants issued pursuant to a private placement of units of the Company, with each warrant entitling the holder thereof to purchase one Common Share at a price of C$0.9579 per Common Share until June 19, 2026 Extend the expiration date of the warrants under such private placement to the same expiration date of the Warrants to be issued in the Offering. With respect to the warrants held by Encompass, amend the respective warrant certificates by adding certain restrictions that limit Encompass from becoming a controlled person as defined under the Securities Act (Ontario) through exercise of such warrants. MI 61-101 Disclosure The participation by Encompass in the Offering and the Warrant Amendments of the warrants held by Encompass and EV Metals constitute "related party transactions" for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (" MI 61-101"). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements for the Related Party Transactions available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on section 5.5(a) of MI 61-101 and from minority shareholder approval in section 5.6 of MI 61-101 in reliance on section 5.7(1)(a) of MI 61-101, as the fair market value of the Offering and the Warrant Amendments, insofar as it involves related parties, is not more than 25% of the Company's market capitalization. A material change report will be filed in connection with the Related Party Transactions less than 21 days in advance of closing of the Related Party Transactions as approval of the Related Party Transactions occurred less than 21 days prior to the date of this announcement. The Related Party Transactions were unanimously approved by the non-interested directors of the Company. About International Battery Metals Ltd. The Company's direct lithium extraction technology is based on proprietary lithium extraction media housed in patented extraction towers that are enclosed in a modular, shippable platform able to be loaded and brought into production within a minimal time frame after arrival on a customer site. Utilizing the patented technology, the Company's focus has been on advanced extraction of lithium chloride from ground water salt brine deposits and returning the same water to the subsurface aquifer. The Company's unique patented technology ensures faster delivery of lithium chloride while ensuring minimal environmental impact. ON BEHALF OF THE BOARD "Joseph Mills" Joseph Mills, CEO (832) 683-8839 Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This news release contains certain information that may constitute "forward-looking statements" under applicable Canadian securities legislation. These forward-looking statements include, but are not limited to, statements relating to the size, price, securities being offered and other terms of the Offering, the timing for closings of the Offering, the use of proceeds in connection with the Offering, the RRA Amendments, the Warrant Amendments and approval by the TSXV. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives or future events or performance (often, but not always, using words or phrases such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict", "forecast", "potential", "target", "intend", "could", "might", "should", "believe" and similar expressions) are not statements of historical fact and may be "forward-looking statements". Actual results may vary from forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause IBAT's actual results, performance, achievements, and future events to be materially different from the results, performance, achievement, or future events expressed or implied therein. Factors that could affect the outcome include, among others: future prices and the supply of metals, the future demand for metals, inability to raise the money necessary to incur the expenditures required to advance the Company's business strategies and objectives, general business, economic, competitive, political, and social uncertainties, results relating to its extraction technologies, failure to obtain regulatory or shareholder approvals (if required). IBAT believes that the expectations reflected in these forward-looking statements are reasonable, however 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. Accordingly, readers should not place undue reliance on forward-looking statements. All forward-looking statements contained in this press release are given as of the date hereof and are based upon the opinions and estimates of management and information available to management as at the date hereof. IBAT disclaims any intention or obligation to update or revise any forward-looking statements, whether because of new information, future events or otherwise, except as required by law.
Cision Canada
18-07-2025
- Business
- Cision Canada
Alpayana Comments on the Separation Agreements Entered into by Sierra Metals Inc. and Certain of its Officers
LIMA, Peru, July 18, 2025 /CNW/ - Alpayana S.A.C. (" Alpayana") wishes to comment on certain disclosure made by Sierra Metals Inc. (" Sierra" or the " Company") in its Management Information Circular dated June 23, 2025 (the " Circular"), which was filed to SEDAR+ on July 8, 2025. In the Circular (on page 57) , Sierra disclosed that on May 12, 2025, Sierra entered into separation agreements (each, a " Separation Agreement") with each of the following named executive officers (" NEOs") of Sierra: ERNESTO BALAREZO (CEO), JEAN PIERRE FORT (CFO), RAJESH VYAS (Vice President, Corporate Controller), ALBERTO CALLE (Vice President, Human Resources) and PATRICIA KOSA (Vice President). In connection with such Separation Agreements, Sierra disclosed that it made one-time payments in the aggregate of approximately US$3 million (less applicable withholding taxes) to the NEOs. Alpayana wishes to clarify that it neither supported nor endorsed the entering into of the Separation Agreements by Sierra, nor any change of control payments made pursuant thereto, and is concerned with Sierra's actions for the following reasons: 1. The Separation Agreements Have the Effect of Removing the "Double Trigger" Mechanism Under the NEO Employment Agreements Right after Alpayana launched its take-over bid of Sierra (the " Bid"), Sierra, with the board of directors' support, entered into or amended its change of control agreements with the NEOs providing for millions of dollars of change of control payments to be payable to such NEOs if they were terminated without cause within 12 months of a change of control (i.e. a "double trigger" mechanism). On the date Alpayana took control of the Company, through the Separation Agreements, Sierra and its incumbent management team, endorsed by the board of directors (comprised by Miguel Aramburu, Robert M. Neal, Roberto Maldonado, Beatriz Orrantia and Wendy Kaufmann) have effectively amended such NEO change of control agreements to remove the "double trigger" mechanism provided for thereunder, and provided themselves unilaterally with the ability to terminate such persons and trigger their change of control payments, without Alpayana's consent. The result of such amendment, is that Alpayana has been deprived of its right to determine whether it would retain the current NEOs, such that the change of control payments would not have been triggered. 2. The Change of Control Payments Should Not have Been Made Given Sierra's Liquidity Issues Alpayana raised liquidity concerns with respect to Sierra throughout the duration of the Bid. Alpayana identified such risks for shareholders in its take-over bid circular, including by flagging Sierra's high and expensive debt load and high corporate expenses. Alpayana is concerned with Sierra's decision to enter into the Separation Agreements in order to trigger the change of control payments, as the Company already had a weak balance sheet and outsized corporate expenses prior to the Bid. Consequently, any further siphoning of cash to Sierra's NEOs is highly inappropriate and not in the best interests of the Company. Indeed, in a letter sent on June 11, 2025, legal counsel to the Special Committee of Sierra, instructed by the board of directors of Sierra, expressly informed Alpayana that Sierra Metals was short of liquidity and was managing its cash so as to meet unavoidable obligations. Sierra Metals is short of liquidity and is managing cash so as to meet unavoidable obligations. Mindful of all of the company's stakeholders, including minority shareholders of its Peruvian subsidiary, Sociedad Minera Corona, Sierra Metals has restricted the amounts to be properly transferred from Corona to the legal limits. Accounts payable have increased by $14 million in Sierra Metals' wholly owned Mexican subsidiary, negatively impacting relationships with critical local suppliers and other Mexican stakeholders. 3. Sierra Delayed the Disclosure of the Separation Agreements Alpayana is concerned that Sierra failed to immediately disclose on May 12, 2025 that it had entered into the Separation Agreements, as this is material information to Sierra and its shareholders. Sierra instead chose to wait almost two months to disclose the information to the public, and buried the information in its Circular, which was filed to SEDAR+ on July 8, 2025. Sierra seems to have developed a practice of burying and delaying the disclosure of material information, as it also failed to provide full and timely disclosure of the first amendments that were made to the employment agreements of certain officers of the Company following the commencement of the Bid. The Directors' Circular of Sierra dated January 13, 2025 (the " Directors' Circular") states that Sierra entered into executive employment agreements, "as amended", that provide for change of control payments. No date of such amendments was stated in the Directors' Circular and shareholders were not aware that such amendments occurred after the launch of the Bid in order to increase the payments received by management. Such amendments were never press released and Sierra still has not publicly disclosed the date on which such amendments were made. Moreover, the Circular disclosure does not address whether any separation agreements or change of control payments were made to employees or officers of Sierra who are not NEOs of Sierra. Alpayana will not be able to confirm whether any further change of control payments were made, until it receives access to Sierra's records following the meeting of Sierra shareholders on July 29, 2025. 4. No Valid Purpose for the Separation Agreements Since the commencement of the Bid, Sierra made not one, but two amendments to the employment agreements of certain of its officers, each time ostensibly to retain employees. As stated by Sierra in its Notice of Change to the Directors' Circular dated May 5, 2025, Sierra determined to make the first set of amendments to the employment agreements of certain officers of the Company, to provide such officers with adequate protection in the event that such officers were terminated without cause within 12 months of a change of control and to ensure the continued retention of such officers as a result of the Bid. In the Circular, Sierra discloses that it determined to enter into the Separation Agreements for "continuity of management" (i.e. the exact same reason). In Alpayana's view, this suggests that there was no valid purpose for entering into the Separation Agreements, other than to force the payment of the change of control payments to such employees and effectively remove the double trigger mechanism. ABOUT ALPAYANA Alpayana Canada Ltd. (" Alpayana Canada") is a Canadian wholly-owned subsidiary of Alpayana and was incorporated for the sole purpose of making the offer to purchase all of the issued and outstanding common shares of Sierra. Alpayana is a family-owned private mining company committed to the development and promotion of sustainable and responsible mining. It strives to leave a positive and meaningful legacy by prioritizing the wellbeing of its employees, the communities it impacts and the environment. Alpayana has been operating mines in Peru for over 38 years, has a successful M&A track record, and experience in developing projects with discipline and with a view on long-term intrinsic value. Alpayana has revenues in excess of US$500 million and a robust balance sheet. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION This document contains "forward-looking statements" (as defined under applicable securities laws). These statements relate to future events and reflect Alpayana Canada's and Alpayana's expectations, beliefs, plans, estimates, intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking statements include, but are not limited to, statements regarding Alpayana's intentions with respect to any change of control payments, the Separation Agreements or the pursuit of remedies relating thereto. Such forward-looking statements reflect Alpayana Canada and Alpayana's current beliefs and are based on information currently available. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue", "target", "intend", "could" or the negative of these terms or other comparable terminology. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and a number of factors could cause actual events or results to differ materially from the results discussed in the forward-looking statements. In evaluating these statements, readers should specifically consider various factors that may cause actual results to differ materially from any forward-looking statement. These factors include, but are not limited to, market and general economic conditions (including slowing economic growth, inflation and rising interest rates) and the dynamic nature of the industry in which Alpayana operates. Although the forward-looking information contained in this document is based upon what Alpayana Canada and Alpayana believe are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. The forward-looking statements contained in this document are made as of the date of this document and should not be relied upon as representing views as of any date subsequent to the date of this document. Except as may be required by applicable law, Alpayana Canada and Alpayana do not undertake, and specifically disclaim, any obligation to update or revise any forward-looking information, whether as a result of new information, further developments or otherwise.
Times of Oman
17-07-2025
- Business
- Times of Oman
Agreements signed to implement service projects in Al Dhahirah Governorate
Ibri: Agreements worth more than OMR1 million were signed in Al Dhahirah Governorate on Thursday to implement service and development projects. The agreement were inked by Najeeb Ali Al Rowas, Governor of Al Dhahirah, and representatives of private sector companies. The step was aimed to upgrade infrastructure and enhance the quality of services in the governorate's wilayats. The agreements included the implementation of three projects. The first is a road maintenance project in the Wilayat of Ibri. The second is an internal road maintenance project in the Wilayats of Dhank and Yanqul. Both projects deal with the re-planning and re-designing of roads and speed breakers, the installation of road signs and the replacement of asphalt layers. The third is a lighting project for the Kabara-Wadi-Al Ain Road in the Wilayat of Ibri. It deals with the supply and installation of 178 lighting poles to enhance the safety and security of road users during the night.
Leaders
17-07-2025
- Business
- Leaders
King Saud University Unveils 'Agreements' Platform to Enhance Global Competitiveness
Acting President of King Saud University and Chairman of the Academic Council, Prof. Ali Masmali, officially launched the university's new electronic platform, 'Agreements,' on Wednesday. Developed under the supervision of the Global Engagement Office, the platform is designed to advance institutional excellence, promote a knowledge-based society, and strengthen strategic partnerships both locally and globally. These efforts aim to elevate the university's position on the international stage. The launch coincided with the 11th meeting of the Academic Council for the 1446–1447 academic year, attended by council members. Related Topics : SAMI to Unveil Saudi-Made Defense Innovations at IDEX 2025 in Abu Dhabi Saudi and French companies Sami and Thales are signing an agreement to establish a joint entity Al-Khorayef Discusses Boosting Industrial, Mining Cooperation with Tunisia, Tajikistan Governor of Monsha'at Congratulates Leadership on State Budget Announcement Short link : Post Views: 14 Related Stories
