NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY IN OR INTO AUSTRALIA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA, THE UNITED STATES OR ANY OTHER
JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF SUCH JURISDICTION
PANTHER METALS
PLC
("Panther" or the "Company")
(Incorporated in the Isle of
Man with company number 009753V)
3 April 2024
Fulcrum Metals Announce
Potential Disposal of Uranium Projects
Panther Metals PLC (LSE:PALM) the
company focused on mineral exploration in Canada, is pleased to
note the Fulcrum Metals PLC ("Fulcrum", LON: FMET) announcement
that it has entered into a letter of intent with Terra Balcanica
Resources Corp for the sale of Fulcrum's Saskatchewan uranium
projects.
Panther currently holds a total of
9,971,839 ordinary shares in Fulcrum representing a 19.99% interest
in the entire issued share capital of Fulcrum, plus 714,286
warrants exercisable at 17.5p with a two-year life from 14 February
2023 and a further 476,190 warrants exercisable at 26.25p with a
three-year life. Panther also retains a 2% net smelter return
royalty over the Big Bear Project.
CEO, Darren Hazelwood, commented:
"I
congratulate Ryan and his team in getting this deal to the letter
of intent stage. The indication within Fulcrum's announcement is an
expected completion by the 1st May providing some
insight into a positive and progressive working relationship with
the purchaser and I look forward to its
completion.
Fulcrum continue to advance and grow as a company and the
proposed divestment of its uranium portfolio on terms that allow
the business to benefit from upside is encouraging. This
streamlining of its assets provides the business with additional
capacity at an exciting time in its development as the team focus
on delivering via its tailings business."
Fulcrum News Summary
Fulcrum Metals have entered into a
non-binding Letter of Intent ("LOI") with Terra Balcanica Resources
Corp. (CNSX: TERA) ("Terra" or the "Optionee"), a mining explorer
with projects in Bosnia and Herzegovina and Serbia. Pursuant
to the LOI, Terra, through an Option Agreement (the "Option
Agreement"), will be granted the option to acquire a 100% interest
in Fulcrum's uranium projects (the "Uranium Projects") located in
Saskatchewan, Canada.
Terra will have the option to
acquire the Uranium Projects, consisting of the Charlot-Neely,
Fontaine Lake, Snowbird and South Pendleton projects by completing
four years of exploration programmes and making a series of cash
and equity payments as outlined below:
|
Cash to
Fulcrum
|
Value of Shares in Terra to
Fulcrum
|
Exploration Expenditures
required by Terra
|
Payment to Fulcrum for exclusivity
on execution of signing the letter of intent
|
CA$7,500
|
|
|
Payment to Fulcrum on closing of
Option Agreement
|
CA$25,000
less CA$7,500 exclusivity agreement
|
CA$250,000
|
Complete minimum work expenditures
totalling CA$3,250,000
Prior to fourth anniversary of the
Option Agreement
|
Year 1
|
CA$50,000
|
CA$350,000
|
Year 2
|
CA$75,000
|
CA$500,000
|
Year 3
|
CA$75,000
|
CA$650,000
|
Year 4
|
CA$75,000
|
CA$1,250,000
|
Total
|
CA$300,000
|
CA$3,000,000
|
CA$3,250,000
|
The new shares in Terra that could
be issued to Fulcrum under the terms of the Option Agreement will
be issued at the 10-day Volume Weighted Average Price ("VWAP")
prior to the date of issuance. The shares issued to Fulcrum on
closing of the Option Agreement will be capped at CA$0.065 per
share, pre-consolidation by Terra.
In addition, and following the
exercise of the option, Fulcrum will retain a 1 per cent. Net
Smelter Return ("NSR") royalty on all claims with a buydown option
of 0.5 percent NSR for CA$1 million. As part of the Option
Agreement, and for terminating the existing agreement (the "Prior
Agreement") between Fulcrum and Global Energy Metals Corp. ("Global
Energy"), (details of which were announced by Fulcrum on 30 January
2024), Global Energy will be compensated with CA$150,000 to be
satisfied through the issue of new shares in Terra on the
closing of the Option Agreement and a 0.5 per cent. NSR on all
claims.
Completion of the transaction
outlined in the LOI is conditional on the completion of due
diligence, Board approval by Fulcrum and Terra, receipt of all
required third party consents and execution of the Definitive
Option Agreement. The Company anticipates the completion of the
definitive agreement to take place by 1st May
2024.
The LOI is non-binding and sets out
the intention of both parties to enter into a definitive agreement
on the terms set out in the LOI, the key terms of which are
summarised in this announcement. There can be no guarantee that a
definitive agreement in relation to the Option Agreement will be
entered into nor that the terms will be the same as set out in the
LOI and this announcement.
Addition terms of the LOI
Orderly Sales Agreement
|
Fulcrum will agree to orderly sales
provisions with respect to its equity interest in Terra
|
Dunn Option*
|
The Option Agreement will include a
covenant by Fulcrum to maintain the Dunn Option in good standing,
and to exercise the Dunn Option and acquire a 100% interest in the
properties included in the Uranium Projects that are subject to the
Dunn Option.
|
Governing Law
|
The Option Agreement shall be
governed by and construed in accordance with the laws of the
Province of British Columbia, and the federal laws of
Canada.
|
* Certain
claims comprising properties that are owned by Gary Clayton Dunn
and Jonathan Stewart Dunn who granted an option to acquire a 100%
interest in them to Fulcrum pursuant to a mining option
agreement
Ryan Mee, Chief Executive Office of Fulcrum,
commented:
"We have experienced significant interest from third parties
over our uranium assets in Saskatchewan and are pleased to be able
to announce the signing of this non-binding LOI with such a strong
operational partner in Terra to apply their technical expertise to
advance these Uranium projects. The completion of the option
agreement will facilitate four years of exploration on these highly
prospective licence areas, at a time when uranium prices, driven by
the energy transition, continue to rise.
The terms outlined in the LOI, and consequent Option Agreement
will enable Fulcrum shareholders to benefit from the potential
upside of these projects, via the net smelter royalty and Terra
shares, whilst providing Fulcrum with an injection of cash which we
can use to advance other projects."
"At Fulcrum we are fortunate to have an outstanding team and
this agreement not only endorses the strategy deployed by Fulcrum
but is an important step for Fulcrum to execute the next stage of
the strategy with a clear focus on gold, and in particular more so
on gold tailings and mine waste in Ontario.
The gold tailings and mine waste in Ontario combines
established mining jurisdiction with low discovery risk, and
potential for earlier cash-flow opportunities. Teck-Hughes is
Fulcrum's first gold tailings project, located in Kirkland Lake,
Ontario for which sampling was complete in January and testing is
underway at Extrakt Process Solutions testing facility. In addition
to this the company is working on a framework with Extrakt Process
Solutions and their alliance partners including Bechtel Corporation
on licensing opportunities in Ontario.
Fulcrum has significant opportunities opening up, and I look
forward to updating the market at the appropriate time as we
progress these."
Further information and the release in full please visit:
www.fulcrummetals.co.uk
For further information please
contact:
Panther Metals PLC:
Darren Hazelwood, Chief Executive
Officer:
+44(0)
1462 429 743
+44(0) 7971 957 685
Brokers:
Tavira Financial
Limited
Christopher James
Kipling
+44(0) 203
833 3743
SI Capital Limited
Nick
Emerson
+44(0) 1438 416 500
Axis Capital Markets
Limited
Ben Tadd
Lewis
Jones
+44 (0)20 3026 0449
Notes to Editors
Panther Metals PLC is an exploration
company listed on the main market of the London Stock Exchange.
Panther is focussed on the discovery of commercially viable mineral
deposits. The Company's operational focus is on established mining
jurisdictions with the capacity for project scalability. Drill
targets are assessed rapidly utilising a combination of advanced
technologies and extensive geological data to decipher potential
commercial viability and act accordingly. Panther's current
geological portfolio comprises of three highly prospective
properties in Ontario, Canada while the developing investment wing
focuses on the targeting of nickel and gold in
Australia.
Obonga Project
Panther Metals acquired the Obonga
Greenstone Belt in July 2021 and have already identified five
prospective primary targets: Wishbone, Awkward, Survey, Ottertooth
and Silver Rim. A successful Phase 1 drilling campaign at Wishbone
in Autumn 2021 revealed the presence of significant VMS-style
mineralised systems on the property - the first such discovery
across the entire greenstone belt. Intercepts include 27.3m of
massive sulphide in hole one, and 51m of sulphide-dominated
mineralisation in hole two. Both drill holes contained multiple
lenses. Anomalous high-grade copper in lake sediment close to the
target area has also been identified, increasing confidence in the
prospectivity of the location.
Awkward is a highly anomalous
magnetic target, interpreted to be a layered mafic intrusion and
magmatic conduit based on mapped geology and airborne geophysics.
Historic sampling in the area returned anomalous platinum and
palladium (Pt, Pd) values, while historic drilling on the periphery
of the target intersected non-assayed massive sulphide and copper
(assumed to be chalcopyrite), non-assayed disseminated pyrite and
chalcopyrite in coarse gabbro, and non-assayed 'marble cake' gabbro
(matching the description of the Lac des Iles Mine varitexture
gabbro ore zone).
Two additional named targets, Survey
and Ottertooth, both displays further coincident magnetic and
electromagnetic anomalies and are adjacent to the contact between
intrusive and extrusive mafic rocks. Historic drilling at Survey
intersected several meters of massive sulphides in multiple
intersections (main parts of the anomaly remain untested) while
Ottertooth remains untested in its entirety.
Dotted Lake Project
Panther Metals acquired the Dotted
Lake Project in July 2020, it is situated approximately 16km from
Barrick Gold's renowned Hemlo Gold Mine. An extensive soil
programme conducted in 2021 identified numerous gold and base metal
targets, all within the same geological footprint. Following the
installation of a new trail providing direct access to the target
location, an initial drilling programme in Autumn 2021 confirmed
the presence of gold mineralisation within this system with
anomalous gold continuing along strike and present within the
surrounding area.
Manitou Lakes Project
The Manitou Lakes gold project is
located approximately 300km's east of Thunder Bay, Ontario and
covers a total area of around 98sq km's.
There are over 200 known gold
occurrences on the Manitou Lakes project area with the wider
Eagle/Manitou Lakes greenstone belt hosting numerous historic gold
producers and is prospective for Archean age orogenic gold and
associated base metal deposits.
Exploration work conducted by Shear
Gold on the Project to date has identified numerous gold bearing
structures and favourable geological host rocks through early-stage
mapping and surface sampling. The work has focussed on two target
areas, being the West Limb Gold Property and the Glass Reef Gold
Property, both of which host historic gold mines which have never
been systematically explored using modern techniques or drill
tested
Fulcrum Metals Plc
Fulcrum Metals PLC (LON: FMET) is an
AIM listed exploration company which finances and manages
exploration projects focused on Canada, widely recognised as a top
mining jurisdiction.
FMET currently holds a beneficial
100% interest in highly prospective gold and base metals projects
in Ontario and Uranium projects in Saskatchewan.
Fulcrum's strategy is to focus on
discovery and commercialisation of its Projects through targeted
exploration programmes. The primary focus is to make an economic
discovery on the flagship Schreiber-Hemlo Properties and
establishing the prospectivity of its wider Ontario and
Saskatchewan portfolio with a view to securing potential joint
venture and/or acquisition interest.
Panther Metals Plc own 20% of the
issued share capital of Fulcrum Metals Plc and a 2% NSR on the Big
Bear project.
Panther Metals Australia
Following the listing of Panther
Metals' Australian assets on the Australian Securities Exchange
("ASX") in December 2021. The ASX listing has provided the
Australian projects with the necessary capital to advance
drill-ready targets focused on nickel and gold (within the Tier 1
Mining Districts of Laverton WA and in the NT). Through this
spin-out Panther holds an attractive investment prospect, without
any disruption to the Company's capital structure and without any
financial obligations.
Conclusion
Panther Metals understand that the
commercial realities of building an exploration company requires
expertise in geology, finance, and the markets within which they
operate. The Company's extensive network of industry leaders allows
it to meet these objectives. Ultimately however, drilling success
is the only route to discovery: the fundamental objective of any
exploration company. Once Panther's world-class geological team
identify the anomalies, they work hard to get drilling. The drill
hole is the only place where substantial and sustained capital
growth originates and it's with that operational focus Panther
Metals will continue to advance.