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Solis Minerals Ltd
Symbol SLMN
Shares Issued 87,824,883
Close 2023-10-11 C$ 0.25
Market Cap C$ 21,956,221
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Solis Minerals enters into Mina Vermelha option deal

2023-10-12 14:48 ET - News Release

Mr. Matthew Boyes reports

SOLIS MINERALS ANNOUNCES MINA VERMELHA PROJECT ACQUISITION

Solis Minerals Ltd. has provided an update on entering into an option agreement to purchase the Mina Vermelha project targeting lithium pegmatites in the Borborema province of Brazil.

Highlights:

  • Solis has entered into an option agreement to purchase the Mina Vermelha project.
  • Mina Vermelha is in the Borborema district of Rio Grande do Norte, and along the same mineralized regional trend as the Estrela project.
  • The Mina Vermelha tenement covers approximately 500 hectares with a granted mining lease of six hectares over one of the six currently known outcropping pegmatites on the lease.
  • Solis has confirmed grades in grab samples of 3.45 per cent and 3.07 per cent Li2O (lithium oxide) from outcropping pegmatites and a cesium assay of 28.3 per cent from an area within the southernmost pegmatite with abundant pollucite (cesium mineral), confirming the system is LCT (lithium-cesium-tantalum)-bearing.
  • Drilling is scheduled to commence in approximately four weeks, with a large track-mounted diamond rig being mobilized for a 1,300-metre, eight-hole initial program.
  • A 12-month due diligence period has been agreed for $155,000 (Australian), allowing Solis sufficient time to fully evaluate the asset potential before exercising the option to purchase.
  • Negotiations regarding the option agreement over the Jaguar project have been concluded with the company electing to withdraw from the project.

Matthew Boyes, executive director, commented:

"The Mina Vermelha project represents a large and very prospective area with known LCT (lithium-cesium-tantalum)-bearing pegmatites located at surface. A rig will be mobilized to site within four weeks for the initial drilling program to test the continuity and thickness of the identified mineralized pegmatite at depth. This will give us confidence in the potential for a large mineralized system within the tenement package and allow us to move forward with the acquisition.

"We have identified over-two-kilometre strike of known pegmatite outcropping at surface, with no drilling completed to date. This sets up an exciting quarter for us, with drilling programs at both Mina Vermelha and elsewhere in Borborema, and we continue to evaluate new opportunities in this exciting emerging Brazilian lithium province."

Mina Vermelha lithium project

The Mina Vermelha project is located approximately 16 km to the south of the regional centre of Parelhas, a city of 25,000 people in which Solis has established a permanent office and logistical support for the upcoming drill campaigns. The project is located on tenement No. 840.041/1985 and has a granted mining lease covering approximately six hectares of the south portion of the lease. No systematic exploration has been carried out on the asset to date. Five small artisanal workings have been developed since 1985 targeting feldspar, mica, quartz and beryl production. No specific lithium exploration has taken place.

Solis' geologists have visited the site on multiple occasions and, during these trips, six outcropping pegmatite bodies have been identified. Spodumene and pollucite (a cesium mineral) have been collected in hand specimens, with spodumene concentrations increasing at depth from surface (see the tables entitled "SGS Brazil ICP results for grab samples of spodumene and tantalite, Mina Vermelha" and "ALS laboratory results for MV001 grab sample of pollucite from Mina Vermelha"). The pegmatite bodies are hosted in a metasedimentary unit within a northeast-southwest-trending corridor that hosts the majority of the known lithium-bearing pegmatites in the Borborema province.

Solis has secured an initial drilling rig for an future 1,300-metre, eight-hole program and is currently looking to secure a second rig. Walk-up targets and excellent access for a track-mounted machine will enable the initial program.

Mina Vermelha deal structure

Solis's 100-per-cent-owned Brazilian subsidiary, Onca Mineracao, has agreed to the following terms to acquire the Mina Vermelha (Red mine in Portuguese) project in Rio Grande do Norte province.

For Solis to acquire a 100-per-cent interest in the new project, Onca will be required to pay the vendor an aggregate of $25.5-million Brazilian reais ($7.9-million (Australian)) in total cash consideration.

The consideration is payable in the tranches shown in the table entitled "Payment schedule for the acquisition of Mina Vermelha," which are at the election of Solis, other than tranche 1, in Brazilian reais (BRL), which have been converted to Australian at a BRL: Australian exchange rate of $1: 31 cents, based on exchange rates as at Sept. 6, 2023.

If Solis elects to satisfy the option exercise fee, Onca will acquire a 100-per-cent interest in the project. However, if Onca does not elect to pay the first deferred consideration and/or second deferred consideration, then the 100-per-cent interest in the new project will be transferred back to the vendor and Onca will forfeit all consideration paid to the vendor to date.

In addition to the payment plan in the table entitled "Payment schedule for the acquisition of Mina Vermelha," the vendor will receive a 1.5-per-cent net smelter royalty (NSR) that Solis has the right to purchase for an amount determined by an independent third party evaluation of the Mina Vermelha asset.

The Australian Securities Exchange has confirmed that listing rules 11.1.2 and 11.1.3 do not apply to the entry into the option agreement.

Relinquishment of the Jaguar project

Negotiations regarding the additional extension to the due diligence period for the Jaguar project, to conduct sufficient exploration to justify the acquisition price, have been concluded without reaching satisfactory terms with the vendor. The lack of conclusive positive exploration results from the initial drill holes did not give the company confidence that the project contained sufficient potential for grade or scale to continue with the acquisition. All claims over the project have now been relinquished by Solis and Onca Mineracao moving forward.

Related-party information for recently closed private placement

To provide additional information regarding the closing of the financing on Aug. 21, 2023, the company confirms that participation of insiders in the placement constituted a related-party transaction, as defined under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The issuance of the securities is exempt from the formal valuation requirements of Section 5.4 of MI 61-101, pursuant to Subsection 5.5(a) of MI 61-101, and exempt from the minority shareholder approval requirements of Section 5.6 of MI 61-101, pursuant to Subsection 5.7(1)(a) of MI 61-101.

About Solis Minerals Ltd.

Solis Minerals is an emerging lithium explorer focusing on Latin American battery minerals.

The company owns a 100-per-cent interest in the Borborema lithium project in northeast Brazil, covering 25,600 hectares.

Brazil is rapidly growing in global importance as an exporter of lithium to supply increasing demand of battery manufacturers. Both of the company's projects cover highly prospective, hard-rock lithium ground, which early-stage reconnaissance mapping and sampling have verified. Drilling programs are either under way or due to commence shortly.

In addition, Solis also holds a 100-per-cent interest in 35,700 hectares of combined licences and applications of highly prospective IOCG (iron oxide copper/gold) and porphyry copper projects in southwestern Peru within the country's prolific coastal copper belt -- a source of nearly half of Peru's copper production.

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