Sep 18 2020
Bolt Metals Corp., a Canadian-based exploration company, reports that it has signed a letter of intent (LOI) to acquire 1261799 BC Ltd (Target). The acquisition will provide Bolt Metals with an option to earn complete ownership of the Cherry Creek Property located in Nevada, United States (Proposed Transaction).
Image credit; Shutterstock/Phawat
In line with the Proposed Transaction, Bolt Metals will conclude a 6.5 old for 1 new share consolidation.
Cherry Creek Property
The Cherry Creek Property contains a total of 24 contiguous patented mineral claims in White Pine County based in Nevada, and hosts the previous producing Mary Ann, base metal and silver-gold mine (Property).
This Property is located in the Pequop mining district of northeastern Nevada, which hosts the Long Canyon as well as West Pequop gold deposits.
The Property claims lie about 80 km north of the city of Ely in Nevada and can be accessed by 1.5 km of gravel service road from interstate paved highway.
Silver, gold, and base metals were already identified in the Cherry Creek District in 1861, and related deposits of scheelite (an ore of tungsten), were identified and extracted between about 1915 and 1958. The Mary Ann Mine was mainly a producer of silver, lead, zinc, and gold.
Acquisition Terms
In line with the Proposed Transaction, the holders of the issued and outstanding common shares of 1261799 BCLtd will exchange these shares in consideration for 10,000,000 post-Consolidation common shares of Bolt Metals.
The exact exchange ratio (Exchange Ratio) will be defined by the parties after receiving financial advice and following a review of the parties’ respective capital structures, provided that such Exchange Ratio will be defined based on an expected 1:1 basis.
At present, 1261799 BC has the right to earn a complete interest in and to the base metal and silver-gold mine (Property) pursuant to an option agreement by (i) making a final exercise payment to the Property optionor of $2,000,000 on or before August 31st, 2030, and ((ii) by making aggregate total cash payments to the Property option or of $200,000 and by issuing a total of 1,050,000 shares of the Target to the option over a period of five years.
Bolt Metals will assume these obligations after completing the Proposed Transaction. 1261799 BC Ltd is at arm’s length to Bolt Metals.
The Proposed Transaction is subject to several conditions precedent, such as: conclusion of confirmatory due diligence by Bolt Metals and receipt of all relevant shareholder, regulatory, and third-party approvals.
In line with the Proposed Transaction, Bolt Metals will pay a 10% finder’s fee to an arm’s length third party in consideration of such party introducing Bolt Metals to 1261799 BC Ltd and aiding in due diligence and negotiations required to finish the Proposed Transaction.
Indonesia Update—Cyclops Nickel-Cobalt Project
The Cyclops nickel-cobalt project is a fully controlled, 5,000 ha mineral project situated in Papua Province, Indonesia. This project features environmental and mining permits, robust near surface cobalt and nickel mineralization, and in-depth infrastructure including year-round sealed road access.
Nickel has shown strong resiliency in the face of the ongoing health crisis, rising from approximately $5/lb in March to $6.80/lb today. The Company’s Cyclops project has produced robust drilling results (see press release dated Sept. 24, 2019), and we continue to optimize exploration data while preparing for the development for a pilot process test plant in Canada.
Ranjeet Sundher, President & CEO, Bolt Metals Corp.
Bolt Metals is in discussion with major industry players in Korea, Indonesia, and China with an aim to secure supply contracts with commodity suppliers and downstream users to the international energy storage and electric vehicle battery space, and will offer updates in due course.
Consolidation
Board of Directors at Bolt Metals have decided to consolidate the company’s issued share capital on a ratio of one (1) new post-consolidated common share for every six and one-half (6.5) old pre-consolidated common shares (Consolidation).
At present, Bolt Metals has 79,467,726 issued and outstanding common shares and once the Consolidation is completed, a total of 12,225,804 issued and outstanding common shares will be expected. Bolt Metals does not intend to change its name at this time.
Shareholder approval of the Consolidation is not needed under the policies of the Canadian Securities Exchange and also not required under the Articles of Bolt Metals.
The Board of Directors has determined that the Consolidation was needed for Bolt Metals to raise more capital and look for new business opportunities.
Source: http://boltmetals.com/