12:24:40 EDT Fri 10 May 2024
Enter Symbol
or Name
USA
CA



Electric Metals (USA) Ltd
Symbol EML
Shares Issued 144,712,683
Close 2023-11-20 C$ 0.18
Market Cap C$ 26,048,283
Recent Sedar Documents

Electric Metals to sell Nevada Ag assets to Altair

2023-11-22 11:44 ET - News Release

Mr. Gary Lewis reports

ELECTRIC METALS (USA) LIMITED ANNOUNCES OPTION AND ACQUISITION AGREEMENT FOR THE SALE OF NEVADA SILVER ASSETS TO ALTAIR RESOURCES INC.

Electric Metals (USA) Ltd. has entered into an option and acquisition agreement with Altair Resources Inc. for the sale of up to 100 per cent of its Nevada silver assets, including the Corcoran Canyon gold-silver project, the Belmont gold-silver project and the Belmont North gold-silver project, located in the Tonopah district in Nye county, Nevada.

Pursuant to the transaction, Altair, which is an arm's-length party to Electric Metals, will have the right to acquire up to a 100-per-cent interest in the assets through the acquisition of Electric Metals subsidiary, North American Silver Corp. (NAS), by making payments to Electric Metals and its subsidiary of cash and common shares of Altair, and the expenditure of funds on the project, as per the following payment schedule (all currency references are to Canadian dollars):

  • Within 30 days of announcing the option agreement -- $440,428 cash payment;
  • On or before first anniversary of the option agreement -- $617,072 in project expenditure, $472,500 cash payment and $500,000 in Altair shares;
  • On or before second anniversary of the option agreement -- $2.4-million in project expenditures, approximately $96,343 (U.S.) cash payment and $1.5-million in Altair shares;
  • On or before the third anniversary of the option agreement -- $2.75-million in project expenditures and $2-million in Altair shares;
  • On or before the fourth anniversary of the final approval of the plan of operations for the project -- $3-million in project expenditures and $2.5-million in Altair shares.

If Altair elects to execute all option agreement tranches, Electric Metals will receive over $1-million in cash and $6.5-million in Altair shares. Additionally, Altair will have invested nearly $9-million in project expenditures.

Altair will have the right to earn a (a) 70-per-cent interest in the assets until the end of the third anniversary of signing the option agreement; and (b) 100-per-cent interest in the assets until the end of the fourth anniversary of signing the option agreement. Furthermore, following the completion of the first anniversary payments as more particularly described above, at any time thereafter Altair shall have an option to accelerate the acquisition of the 100-per-cent interest in the assets by forgoing the other requirement payments and making a onetime payment of $6-million (plus, if not paid already under the terms of the option agreement, the $96,343 (U.S.) required payment).

During the earn-in period, Altair shall be the operator of the assets under direction of Electric Metals's technical director and shall manage and execute all exploration programs and spending on the project. A shareholder agreement will govern the respective rights of the parties should Altair not earn a 100-per-cent interest in the assets.

The parties have also entered into an investor rights agreement which will govern Electric Metals' ownership interest in Altair and will include the right of Electric Metals to nominate one board member of Altair until the end of the second anniversary of the option agreement, and thereafter, shall have the right to nominate one board member until such time as its ownership interest in Altair is less than 5 per cent of the issued and outstanding shares. The investor rights agreement, among other things, also give Electric Metals rights to members of a technical committee to be formed.

Gary Lewis, Electric Metals Group chief executive officer, commented: "The sale of our Nevada silver assets comes after much deliberation as we balance the need for focus and continued investment in our high-grade Emily manganese project, with the realities of trying to advance and develop two prospective mineral projects.

"But strategy is about making choices, and we feel we have delivered the right balance for EML shareholders by retaining an economic interest in the silver projects, without the need for additional funding or potential dilution. EML will also maintain a degree of oversight over the assets, through our representation on the Altair board and through the ongoing involvement in the project of our technical director, Dr. Ian Pringle."

About Electric Metals (USA) Ltd.

Electric Metals is a United States-based mineral development company with manganese and silver projects geared to supporting the transition to clean energy. The company's principal asset is the Emily manganese project in Minnesota, which has been the subject of considerable technical studies, including a National Instrument 43-101 technical report -- resource estimate, with over $28-million (U.S.) invested to date. The company's mission in Minnesota is to become a domestic U.S. producer of high-purity, high-value manganese metal and chemical products for supply to U.S. energy, technology and industrial markets. With manganese playing a critical and prominent role in lithium-ion battery formulations, and with no current domestic supply or active mines for manganese in North America, the development of the Emily manganese project represents a significant opportunity for America, the state of Minnesota and for the company's shareholders. In addition, the company owns and operates the Corcoran silver-gold project and the Belmont silver project in Nevada, with the former also having been the subject of a National Instrument 43-101 technical report -- resource estimate.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.