Mr. Brad Brodeur reports
CANAMERA SIGNS LETTER OF INTENT TO POTENTIALLY ACQUIRE OPTION FOR THIRD IONIC CLAY REE PROJECT IN BRAZIL
Canamera Energy Metals Corp. has signed a non-binding letter of intent (LOI) with an arm's-length Brazilian mineral permits-holder (the offeror), under which it may acquire an option to earn a 100-per-cent interest (subject to a NSR (net smelter return) and obligation to make milestone payments, as described below) in eight exploration permits comprising the Patos ionic clay rare-earth element (REE) project (the Patos project or the property) located in the state of Minas Gerais, Brazil.
The Patos project covers approximately 15,979 hectares in Presidente Olegario, Minas Gerais. The LOI is structured in two stages: first, the company will finance a low-cost auger drill program of up to $20,000 in order to conduct diligence on the property; if the company wishes to then proceed, it will, in consideration for the due diligence payment, acquire the option. The initial due diligence program will consist of up to 10 auger drill holes designed to verify the presence of ionic clay REE mineralization and assess the character and distribution of the rare-earth-bearing horizon.
"This Patos acquisition expands our exposure to another potential ionic clay rare-earth system in Brazil, a country that has seen several recent rare-earth discoveries within favourable geological settings," commented Canamera chief executive officer Brad Brodeur. "We will apply a systematic exploration program to determine whether similar mineralization may be present on the Patos property in a mining-friendly, relatively low-cost jurisdiction."
Option exercise -- cash and share consideration
Should Canamera acquire the option following the completion of the initial due diligence program, then such option may be exercised by the company making the following cash and company share payments immediately following completion of the initial due diligence program:
- Cash consideration: $228,000 in aggregate, comprising the $20,000 due diligence payment and a remaining cash payment of $208,000;
- Share consideration: common shares of Canamera having an aggregate deemed value of $307,800, issued at a price equal to the 10-day volume-weighted average price (VWAP) of the company's shares over the 10 trading days immediately prior to closing, subject to applicable Canadian securities laws and Canadian Securities Exchange approval. Fifty per cent of the shares will be held in escrow for four months and the remaining 50 per cent for six months from the date of issuance.
Upon making the option payments, Canamera will acquire a 100-per-cent interest in the property, subject to a 2-per-cent net smelter return royalty (NSR) in favour of the offeror (and the obligation to make the milestone payments described below). Canamera will have the right to buy back 50 per cent of the NSR (reducing it to a 1-per-cent NSR) for $228,000 upon certain terms and conditions.
Milestone payments
Subject to acquiring and exercising the option, Canamera has also agreed to pay the following milestone payment amounts to the offeror:
- Milestone payment 1: $342,000 (comprising 50-per-cent cash/50-per-cent company shares at 20-day VWAP (volume-weighted average price)) payable if Canamera reports, in respect of the property, a National Instrument 43-101-compliant inferred resource of 250 million tonnes or more, grading at least 2,000 ppm (parts per million) total rare-earth oxides (TREO) within five years from the date of acquisition;
- Milestone payment 2: $228,000 (comprising 50-per-cent cash/50-per-cent company shares at 20-day VWAP) payable if Canamera reports, in respect of the property, drill intercepts of 25 metres grading at least 2,500 ppm TREO within three years from the date of acquisition.
Patos project overview
The Patos project consists of eight prospecting licences (ANM licence IDs: 830763/2024 through 830771/2024) totalling approximately 15,979 hectares, located in the municipality of Presidente Olegario in the state of Minas Gerais, Brazil. The property is road accessible and situated approximately 330 kilometres from Belo Horizonte.
The property is underlain by the Patos formation, a member of the Mata da Corda Group -- the same stratigraphic package currently being explored for ionic clay REE mineralization by other companies active in the region. Ionic clay REE deposits are of particular interest given their amenability to low-cost, low-impact extraction methods relative to hard-rock REE deposits.
The transactions contemplated by the LOI are subject to the satisfaction of applicable Canadian securities laws and any required CSE approvals.
The scientific and technical information in this news release has been reviewed and approved by Warren Robb, PGeo (British Columbia), vice-president of exploration of Canamera Energy Metals, and a qualified person as defined by National Instrument 43-101. Mr. Robb is not independent of the company within the meaning of NI 43-101.
About Canamera Energy Metals Corp.
Canamera Energy Metals is a critical and rare-earth metals exploration company focused on building a diversified portfolio of district-scale projects across the Americas. In North America, the company's portfolio includes the Schryburt Lake rare-earth and niobium project in Ontario; the Iron Hills critical and rare-earth project in Colorado; the Garrow rare-earth elements project in Northern Ontario; the Waterslide rare-earth and uranium project in Northern Ontario; the Great Divide basin uranium project in Wyoming; and the Mantle project in British Columbia. In Brazil, Canamera is advancing the Turvolandia and Sao Sepe rare-earth element projects.
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