iconoclast - That statement is trying to avoid a Death Spiral. The news release stated that they were allowed to convert to shares according to the 5 day average price if below the $2.54 price. That would mean that if the price dropped to say $0.05, they could convert the $12 million for 240 million shares. That is a Death Spiral. This clause would limit their conversion at a super low price like $0.05 to about 52 million shares or about 17% rather than almost 50%. Debentures can be a scary way to raise money and I hope they find a way out of it as soon as possible but it is a minimum of 2 1/2 months to redeem and only if ORI agrees.

This information comes from the Convertible Debenture agreement on page 6.

ARTICLE 3 CONVERSION

3.1 Conversion Privilege

(a) Subject to and upon compliance with the provisions of this Article 3 and to Section 4.2, the Holder shall have the right, at its sole option, at any time and from time to time prior to 5:00 p.m. (Calgary time) on the Business Day immediately preceding the Maturity Date to convert on any Business Day (any such date being referred to as a “Conversion Date”) all, or, subject to Section 3.2 hereof, a portion of, the Outstanding Principal Amount, into that number of Common Shares (the “Conversion Shares”) as is determined by dividing the portion of the Outstanding Principal Amount being converted by the Conversion Price in effect on such Conversion Date.

(b) If any portion or all of the Outstanding Principal Amount is converted into Common Shares pursuant to Section 3.1(a), the Company shall deliver to the Holder at its address set forth above one or more certificates or direct registration statements representing or evidencing the issuance of such Conversion Shares issuable upon such conversion within five (5) Business Days following the Conversion Date.

(c) All certificates representing such Common Shares issued prior to January 27, 2020 shall bear the following legend and may also bear such legend as may be required by the TSX: UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE JANUARY 27, 2020.

(d) Notwithstanding any other provisions of this Debenture or the Investment Agreement: (i) until such time as the personal information form submitted to the TSX in respect of the Holder Nominee is approved by the TSX, the Holder shall not be entitled to exercise the conversion right to convert such amount of the Outstanding Principal Amount that would result in the Holder holding, together with all existing Common Shares then held by the Holder and its Affiliates, 10% or more of the then issued and outstanding Common Shares (after giving effect to such conversion); and (ii) the Holder shall not be entitled to exercise any right of conversion of the Outstanding Principal Amount that would result in greater than 52,355,011 Common Shares being issued pursuant to this Debenture, unless the approval of the Company’s shareholders has been obtained in accordance with the requirements of the TSX.

ARTICLE 4 REDEMPTION

4.1 Redemption with Prior Written Consent

This Debenture may, with the prior written consent of the Holder, be prepaid in whole or in part prior to the Maturity Date for an amount equal to the sum of the following: (i) the Outstanding Principal Amount to be redeemed, and (ii) accrued and unpaid Interest up to but excluding the date fixed for redemption (the “Redemption Date”) on the Outstanding Principal Amount to be redeemed (the sum of (i) and (ii) being the “Redemption Amount”). The Company shall provide the Holder with its written request pursuant to this Section 4.1 not less than sixty (60) days prior to any proposed Redemption Date. The Holder shall provide its response to the Company’s written request within fifteen (15) days of receipt of such written request. Any such request shall provide the proposed Redemption Amount and the proposed Redemption Date.