The TSX Venture Exchange has accepted for filing documentation with respect to several agreements, among the company, the company's subsidiaries, Ocean Partners U.K. Ltd. (the buyer) and Ocean Partners Holdings Ltd., whereby the company will sell up to a 100-per-cent interest in Flintridge Resources Ltd. and Omagh Minerals Ltd. (collectively, the property).
Under the terms of the agreements, the company has agreed to sell the property in exchange for:
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Settle the company's debt owed to the buyer less $1-million (U.S.) in consideration for an 80-per-cent direct equity interest in the property, with the remaining 20-per-cent direct equity to be retained by the company;
- The company shall be required to contribute its pro rata share to future cash calls into joint venture with the buyer, which will hold the property and valued at $15-million (U.S.), or be diluted. During the first year, the company shall have the option to convert its 20-per-cent ownership interest in Flintridge and Omagh into a 3-per-cent net smelter return (NSR). Fifty per cent of this net smelter return shall be subject to a buyback provision for $8-million (U.S.) in favour of Flintridge;
- In the event that: (i) the company does not exercise the Galantas option during the initial term; and (ii) the company is diluted to below 10-per-cent ownership in Flintridge, the entirety of company's ownership shall automatically convert to a 1.5-per-cent net smelter return royalty, with its remaining equity ownership being cancelled. Fifty per cent of the 1.5-per-cent NSR shall be subject to a buyback provision for $4-million (U.S.) by Flintridge.
For further details, please refer to the company's news releases dated June 9, 2025, and Sept. 24, 2025.
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