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Enter Symbol
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Benton Resources Inc
Symbol BEX
Shares Issued 150,269,287
Close 2023-10-10 C$ 0.045
Market Cap C$ 6,762,118
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Benton, Sokoman to option Golden Hope to Piedmont

2023-10-11 10:22 ET - News Release

Also News Release (C-SIC) Sokoman Minerals Corp

Mr. Stephen Stares reports

PIEDMONT LITHIUM INC. ENTERS INTO DEFINITIVE AGREEMENTS WITH BENTON RESOURCES INC. AND SOKOMAN MINERALS CORP. TO ACQUIRE AN INTEREST IN THE KILLICK LITHIUM PROJECT

Benton Resources Inc. and Sokoman Minerals Corp. have entered into definitive agreements (as defined below) with Piedmont Lithium Inc. and its subsidiaries (Piedmont), enabling Piedmont to earn up to a 70-per-cent direct and indirect ownership interest in the area and lands comprising the Golden Hope project to be renamed the Killick lithium project, located in southwestern Newfoundland.

Piedmont transaction highlights:

  • Piedmont is one of North America's leading lithium companies;
  • Newfoundland is ranked in the top jurisdictions to explore and develop mineral potential;
  • Benton and Sokoman incorporated Vinland Lithium Inc., and its wholly owned subsidiary, Killick Lithium Inc., into which they transferred the Golden Hope project;
  • Piedmont has vast technical and geological knowledge in similar geology to that of Killick pegmatites;
  • Piedmont financed Vinland $2-million at $1 per share to hold 19.9 per cent;
  • Piedmont will have the option to earn up to a 62.5-per-cent direct interest in Killick by spending an aggregate $12-million in exploration and development during the option period;
  • Upon Piedmont completing all earn-in options, Piedmont will have paid Benton and Sokoman up to a total of $10-million in Piedmont shares;
  • Benton and Sokoman to retain a 2-per-cent royalty on the net returns of precious metals and the value of lithium received from Killick.

Pursuant to the terms of the transaction: (i) each of Benton and Sokoman assigned all of its rights and interests to the Golden Hope project to Vinland, a newly incorporated British Columbia corporation, in exchange for all of the issued and outstanding shares in the capital of Vinland, held by each in equal proportions, and, in turn, Vinland assigned the Golden Hope project rights to its newly incorporated, wholly owned subsidiary, Killick (the reorganization). Upon the completion of the reorganization, Vinland and Piedmont entered into: (i) a subscription agreement pursuant to which Piedmont subscribed for a 19.9-per-cent ownership interest in Vinland for an aggregate subscription amount of $2-million; and (ii) a shareholders' agreement (the Vinland SHA) with Benton and Sokoman setting forth the framework for the governance of Vinland, and for the holding, disposal and subsequent issuances of interests in Vinland.

Upon the completion of the subscription, Killick and Piedmont entered into: (i) an earn-in agreement, pursuant to which Piedmont was granted the option to acquire up to a direct 62.5-per-cent ownership interest in the Golden Hope project; (ii) a royalty agreement, pursuant to which Benton and Sokoman were granted an aggregate 2-per-cent royalty on the net returns of precious metals and the value of lithium received from the Golden Hope project; and (iii) a marketing agreement, pursuant to which Piedmont was granted the exclusive marketing rights for the promotion and sale of lithium products produced from the Golden Hope project, including the right to purchase any uncommitted project production on commercially reasonable arm's-length terms, the whole as further set forth below (collectively with the subscription agreement, the Vinland SHA, the earn-in agreement and the royalty agreement, the definitive agreements). Upon the acquisition of the initial interest (as defined below), Vinland, Killick and Piedmont shall enter into a shareholders' agreement (the Killick SHA), pursuant to which the parties thereto set forth the framework for the governance of Killick, and for the holding, disposal and subsequent issuances of interests in Killick.

Transaction details

Pursuant to the earn-in agreement, Piedmont was granted the option (the initial earn-in right), exercisable by notice, to acquire a 16.35-per-cent voting and participating interest in Killick (the initial interest) in consideration of: (i) the issuance by Piedmont to each of Benton and Sokoman of shares of its common stock having an aggregate subscription price of $2-million based on Piedmont's 10-day volume-weighted average price (VWAP) up to the date of the initial interest exercise notice; and (ii) payment of work expenditures in the aggregate amount of at least $6-million (the initial earn-in amount) within the 30-month period following the initial earn-in right exercise notice. Upon exercise of the initial earn-in right by Piedmont, Piedmont's combined direct and indirect (through Vinland) ownership interest in Killick will be equal to approximately 33 per cent.

Within 60 days following the financing of the initial earn-in amount, Piedmont shall have the option (the first additional earn-in right), exercisable by notice, to acquire an additional 21.65-per-cent (totalling 38 per cent) voting and participating interest in Killick (the first additional interest) in consideration of: (i) the issuance by Piedmont to each of Sokoman and Benton of shares of its common stock having an aggregate subscription price of $2-million based on Piedmont's 10-day VWAP up to the date of the first additional earn-in right exercise notice; and (ii) payment of work expenditures in the aggregate amount of at least $3-million (the first additional earn-in amount) within the 12-month period following the first additional earn-in right exercise notice. Upon exercise of the first additional earn-in right by Piedmont, Piedmont's combined direct and indirect (through Vinland) ownership interest in Killick will be equal to approximately 50 per cent.

Within 60 days following the financing of the first additional earn-in amount, Piedmont shall have the option (the second additional earn-in right), exercisable by notice, to acquire an additional 24.5-per-cent (totalling 62.5 per cent) voting and participating interest in Killick (the second additional interest) in consideration of: (i) the issuance by Piedmont to each of Benton and Sokoman of shares of its common stock having an aggregate subscription price of $6-million based on Piedmont's 10-day VWAP up to the date of the second additional earn-in right exercise notice; and (ii) payment of work expenditures in the aggregate amount of at least $3-million (the second additional earn-in amount) within the 12-month period following the second additional earn-in right exercise notice. Upon exercise of the second additional earn-in right by Piedmont, Piedmont's combined direct and indirect (through Vinland) ownership interest in Killick will be equal to approximately 70 per cent.

Royalty agreement

Concurrently with the entering into the earn-in agreement, Killick shall grant an aggregate 2-per-cent royalty on the net returns of precious metals and the value of lithium received from the Golden Hope project to Benton and Sokoman, provided, however, that Killick, Piedmont or any of their successors shall have the right to repurchase 50 per cent of such royalty (1 per cent) in consideration for an aggregate cash payment of $2-million to Benton and Sokoman ($1-million to each).

Marketing and purchase rights

As part of the transaction, Killick and Piedmont entered into a marketing rights agreement granting Piedmont 100 per cent marketing rights and the right to purchase, under a right of first offer, any uncommitted lithium concentrate produced by the Golden Hope project on commercially reasonable arm's-length terms.

Stephen Stares, president and chief executive officer of Benton, comments: "We are extremely pleased to be partnering with such a high-profile and professional team as Piedmont. Through our due diligence period, we've learned that the Golden Hope project will benefit tremendously from the combined knowledge of both teams. We believe this new alliance will be beneficial for all involved, as we continue to unlock Newfoundland's lithium potential."

Timothy Froude, PGeo, president and CEO of Sokoman Minerals, states: "This agreement solidifies many positives for the project, and for the Sokoman-Benton alliance, as it delivers credibility to Golden Hope as a potentially significant critical minerals exploration play, and it lends strong support to our exploration efforts at Golden Hope to date. The markets are challenging at this time and to be able to partner with a company the calibre of Piedmont Lithium Inc., with the financial and technical strengths it carries, is very significant."

About Benton Resources Inc.

Benton Resources is a well-financed mineral exploration company listed on the TSX Venture Exchange under the symbol BEX. Following a project generation business model, Benton has a diversified, highly prospective property portfolio of gold, silver, nickel, copper, platinum group elements, and, most recently, lithium and cesium assets. In addition, it currently holds large equity positions in other mining companies that are advancing high-quality assets. Whenever possible, Benton Resources retains net smelter return royalties with potential long-term cash flow. Benton entered into a 50/50 strategic alliance with Sokoman Minerals through three large-scale joint-venture properties, including Grey River Gold, Golden Hope and Kepenkeck in Newfoundland.

About Sokoman Minerals Corp.

Sokoman Minerals is a discovery-oriented company with projects in Newfoundland and Labrador, Canada. The company's primary focus is its portfolio of gold projects: flagship, 100-per-cent-owned Moosehead, Crippleback Lake (available for option) and East Alder (optioned to Canterra Minerals Corp.) along the Central Newfoundland gold belt, and the district-scale Fleur de Lys project near Baie Verte in northwestern Newfoundland, which is targeting Dalradian-type orogenic gold mineralization similar to the Curraghinalt and Cavanacaw deposits in Northern Ireland, and Cononish in Scotland. The company also entered into a strategic alliance with Benton Resources through three large-scale joint venture properties, including Grey River, Golden Hope and Kepenkeck in Newfoundland. Sokoman now controls, independently and through the Benton alliance, over 150,000 hectares (greater than 6,000 claims -- 1,500 square kilometres), making it one of the largest landholders in Newfoundland, Canada's newest and rapidly emerging gold districts. The company also retains an interest in an early-stage antimony/gold project (Startrek) in Newfoundland, optioned to Thunder Gold Corp. (formerly White Metal Resources Inc.), and in Labrador, the company has a 100-per-cent interest in the Iron Horse project, which has direct shipping ore (DSO) potential.

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