Mr. Massimo Bellini Bressi reports
BATTERY X METALS AMENDS OPTION AGREEMENT TO ACQUIRE 100% OF GOLD-COPPER PROPERTY
Battery X Metals Inc. has entered into an addendum agreement with Bounty Gold Corp. to acquire 100 per cent of the Belanger project, dated Nov. 27, 2024. The agreement is an addendum to the previously entered option agreement dated Nov. 30, 2023, between Battery X Metals and Bounty Gold.
The Belanger project, located in Ontario's Birch-Uchi greenstone belt near Red Lake, spans 109 unpatented mining claims across Belanger, Bowerman, Knott and Mitchell townships. Situated within the Uchi subprovince of the Superior province of the Canadian Shield, the property lies in a geologically favourable region.
Foundations for clean energy and strategic metals
Battery X Metals is dedicated to advancing the global clean energy transition by developing technologies that diagnose and extend the lifespan of electric vehicle (EV) batteries, recover battery-grade materials from end-of-life lithium-ion batteries, and acquire and explore battery metal and critical metal assets. As demand for these metals intensifies, the company is committed to implementing sustainable practices that minimize environmental impact. Through a comprehensive approach encompassing lithium-ion battery recycling, lifespan extension, and battery and critical mineral exploration, Battery X Metals aims to set new industry standards, contributing to a cleaner, greener future.
The Belanger project is a critical component of this strategy, offering exploration potential for both gold and copper amongst other base metals. While distinct in their roles, both metals align with the company's long-term vision in meaningful ways.
Gold exploration serves as a strategic diversification asset within Battery X Metals' portfolio. Amid continuing economic uncertainty, gold has demonstrated its enduring value as a safe-haven investment. As of Nov. 28, 2024, gold prices have risen to $2,627.60 (U.S.) per ounce in the United States, reflecting sustained investor confidence in the metal's role as a hedge against inflation and financial instability.
Copper, by contrast, is a cornerstone of the clean energy transition and aligns directly with Battery X Metals' commitment to clean energy solutions. The combined market value of key energy transition minerals -- copper, lithium, nickel, cobalt, graphite and rare earth elements -- is projected to more than double to reach $770-billion (U.S.) by 2040 in scenarios targeting net-zero emissions.
Copper's pivotal role in EV batteries, renewable energy infrastructure and electrical grids makes it indispensable in the transition to a low-carbon future.
By amending the option agreement to acquire 100-per-cent ownership of the Belanger project, Battery X Metals reaffirms its commitment to developing prospective gold and copper assets within its portfolio. While the potential for gold offers diversification and could act as a hedge against economic uncertainty, copper presents an opportunity to address the increasing demand for critical metals in the clean energy transition. This strategic step aligns with Battery X Metals' focus on exploring opportunities that advance its sustainability and resource development goals.
Amended option agreement terms
As set out in the agreement, Battery X Metals has paid $7,000 of the $25,000 cash obligation under the 2023 option agreement and has now issued the 300,000 shares originally required to be issued under the 2023 option agreement. In accordance with the terms of the agreement, Battery X Metals has agreed to pay the remaining balance of $18,000 to Bounty Gold as follows:
Payment schedule:
- $1,500 upon execution of this agreement;
- $5,500 on or before Feb. 28, 2025;
- $5,500 on or before April 30, 2025;
- $5,500 on or before June 30, 2025.
Additional provisions
Any outstanding balance of the $18,000 will become immediately due and payable upon Battery X Metals completing a non-brokered private placement of common shares that generates gross proceeds of at least $1-million, provided such private placement is completed on or before June 30, 2025. If Battery X Metals fails to make any payment on or before the applicable due date listed above, the company will have a 15-business-day cure period to make the payment without being in default under the agreement. Failure to make the payment within the cure period will constitute a breach of the agreement.
Upon completing the full payment of $18,000 to Bounty Gold, including any payment made during a cure period, on or before June 30, 2025, Battery X Metals will acquire and hold 100-per-cent ownership of the Belanger project, subject to the net smelter return royalty as defined in the 2023 option agreement.
Closing of debt settlement
The company also announces that, further to its news release dated Nov. 21, 2024, it has settled debt in the aggregate amount of $81,000 owed by the company to certain insiders and creditors of the company in exchange for an aggregate of 810,000 common shares at a deemed price of 10 cents per share, which shares will be subject to a hold period of four months and one day as required by the Canadian Securities Exchange.
The debt settlement with Massimo Bellini Bressi is a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The insider settlement is exempt from the valuation requirement of MI 61-101 by virtue of the exemptions contained in Section 5.5(b) of MI 61-101 as the company's common shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(1)(a) of MI 61-101 in that the fair market value of the insider settlement will not exceed 25 per cent of the company's market capitalization. As the material change report disclosing the insider settlements is being filed less than 21 days before the transaction, there is a requirement under MI 61-101 to explain why the shorter period was reasonable or necessary in the circumstances. In the view of the company, it is necessary to immediately close the insider settlement and therefore, such shorter period is reasonable and necessary in the circumstances to improve the company's financial position.
About Battery X Metals Inc.
Battery X Metals is committed to advancing the global clean energy transition through the development of proprietary technologies and domestic battery metal and critical metal resource exploration. The company focuses on extending the lifespan of electric vehicle (EV) batteries, through its portfolio company, LIBRT1; recovering battery-grade metals from end-of-life lithium-ion batteries; and acquiring and exploring battery metal and critical metal resources.
We seek Safe Harbor.
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