PR Newswire
VANCOUVER, BC, April 13, 2023
VANCOUVER, BC, April 13, 2023 /PRNewswire/ - Scout Minerals Corp. (CSE: SCTM) ("Scout" or the "Company") is pleased to announce that it has entered into a definitive agreement (the "Agreement") to acquire 100% of a large-scale land package prospective for spodumene-bearing lithium pegmatites in Northern Quebec's under-explored Nunavik region which hosts two operating nickel mines.
Scout's plan is to carry out an extensive near-term exploration program that includes drill testing of high priority targets over the coming months given abundant outcrop including many mapped pegmatites over 1,408 sq. km of Scout's leading Nunavik land position.
The Agreement includes the acquisition of large strategic claim blocks in three areas of Nunavik never previously recognized for the potential of hosting high-grade lithium mineralization. Nunavik comprises more than one-third of Quebec, underscoring the scale potential of this geologically rich part of the province.
- Raglan West District - 443 sq. km claim block beginning 33 km southwest of the community of Salluit which has year-round airport access and a seasonal port for barge landing;
- Raglan South District - 229 sq. km claim block which contains 12.3% of the 99.96 percentile lithium samples in lake sediments in the Quebec government data base (7 widely spaced samples out of the top 57 samples in the province's entire data base) that contain >60 ppm Li), approximately 80 km southwest of the Raglan Nickel Mine;
- New Leaf District - 736 sq. km covering multiple claim blocks in areas of overlapping geochemical and geophysical anomalies in favorable geology, 120 km southwest of the community of Tasiujaq and approximately 350 km south of Raglan South.
Each of the above project areas has district scale discovery potential and features some of the highest lithium and cesium values in lake sediments (99th percentile and above) in the Quebec government data base. In addition, a review of historic data for the region reveals the presence of mapped pegmatites in multiple rock units, compelling overall geology, and geophysical anomalies that point to deep-seated structures that may have created an ideal environment for the discovery of lithium mineralization across broad areas.
Mr. Jeffrey Wilson, Scout CEO, commented: "We are extremely fortunate to have first-mover advantage in Quebec's next lithium frontier where there is deep sea port access and two operating nickel mines, including the province's largest (Raglan). Outcrop is abundant which will speed up the exploration process. This region has long been regarded for its nickel and gold potential, but lithium just wasn't on the radar screens of geologists until just recently."
Mr. Wilson added: "This acquisition from Shawn Ryan, Canada's most famous gold prospector, and his was based on months of extensive research by Shawn who leveraged his data collection and analysis expertise to identify the best untapped lithium potential in Canada. We're thrilled to be working with Shawn to unlock the full value of this leading land position in Nunavik."
The Agreement also includes the acquisition of 333 sq. km in the North Shore region of Quebec, also considered prospective for spodumene-bearing lithium pegmatites. In total, including the Nunavik properties, the Agreement with Shawn Ryan and Syndicate comprises 3,819 active claims and 21 pending claims covering approximately 172,681 hectares.
A thorough and systematic first pass exploration program will be executed by a sizeable, highly trained team to locate and sample pegmatite outcrops across Scout's vast holdings. Zones of interest will be surveyed by drones producing high detail imagery and 3D models to completely map the mineralized systems on surface as they are identified for follow-up program planning. This strategy will quickly vector toward the most prospective areas for a targeted drilling program using a lightweight and mobile Rotary Air Blast GT RAB Drill for initial drill testing, leading to high confidence diamond drilling of the top priority targets.
Scout is purchasing the above-mentioned claims from Shawn Ryan and Syndicate in exchange for $1,200,000 in cash, 8,000,000 common shares of the Company (the "Consideration Shares"), and the grant of a 1% net smelter return (NSR) royalty. The Consideration Shares will be subject to an escrow arrangement whereby one-third (1/3) of the Consideration Shares will be released from escrow every six (6) months after the closing of the Agreement ("Closing"), with the first such release date to occur on the date that is six months from Closing.
The Agreement is subject to customary closing conditions. Closing is expected to occur on or about May 5, 2023.
In connection with this Agreement, the Company intends to complete a concurrent non-brokered private placement financing (the "Concurrent Financing"), in one or more tranches, of: (i) up to 4,615,385 flow-through subscription receipts of the Company (the "FT Subscription Receipts"), at a price of $0.65 per FT Subscription Receipt for gross proceeds of approximately $3,000,000; and (ii) up to 10,000,000 non-flow-through subscription receipts of the Company (the "Non-FT Subscription Receipts"), at a price of $0.50 per Non-FT Subscription Receipt for gross proceeds of $5,000,000.
Proceeds of the Concurrent Financing will be held in escrow, pending the completion of the transactions contemplated in the Agreement (the "Condition Precedent"). Upon satisfaction of the Condition Precedent, each: (i) FT Subscription Receipt will be automatically converted into one unit of the Company comprising one common share in the capital of the Company that qualifies as a "flow-through share" as defined in the Income Tax Act (Canada) and one-half of one flow-through common share purchase warrant that qualifies as a "flow-through share" as defined in the Income Tax Act (Canada) (each whole flow-through common share purchase warrant, a "FT Warrant"), with each FT Warrant entitling the holder to purchase one common share in the capital of the Company (a "FT Warrant Share") at a price of $0.85 per FT Warrant Share for a period of two years after the date of issuance; and (ii) each Non-FT Subscription Receipt will be automatically converted into one unit of the Company comprising one common share in the capital of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Non-FT Warrant"), with each Non-FT Warrant entitling the holder to purchase one common share (a "Non-FT Warrant Share") at a price of $0.75 per Non-FT Warrant Share for a period of two years after the date of issuance.
If the Agreement is not completed on or before May 5, 2023, the Concurrent Financing proceeds will be returned to subscribers. Finder's fees may be payable to arm's length parties who introduce subscribers to the Concurrent Financing, in accordance with the policies of the Canadian Securities Exchange.
Scout Minerals Corp. is a junior mining company engaged in the acquisition, exploration and development of mineral properties.
The scientific and technical content of this news release has been reviewed and approved by Afzaal Pirzada, P. Geo., who is a "qualified person" as defined by National Instrument 43-101 - Standards of Disclosure for Mineral Projects.
Contact Information:
For more information please contact:
Jeffrey Wilson – Chief Executive Officer
E-mail: [email protected]
Certain statements contained in this news release, including statements which may contain words such as "expects", "anticipates", "intends", "plans", "believes", "estimates", or similar expressions, and statements related to matters which are not historical facts, such as statements regarding the completion of the transactions contemplated in the Agreement and the Concurrent Financing, are forward-looking information within the meaning of applicable securities laws. Such forward-looking statements reflect management's expectations and are based on certain factors and assumptions and involve known and unknown risks and uncertainties which may cause the actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by such forward-looking statements. These factors should be considered carefully, and readers should not place undue reliance on the Company's forward-looking statements. The Company believes that the expectations reflected in the forward-looking statements contained in this news release are reasonable, but no assurance can be given that these expectations will prove to be correct, nor that the transactions contemplated in the Agreement will be completed as contemplated, or at all, or that the Concurrent Financing will be completed as contemplated, or at all. The Company undertakes no obligation to release publicly any future revisions to forward-looking statements to reflect events or circumstances after the date of this news or to reflect the occurrence of unanticipated events, except as expressly required by law.
The Canadian Securities Exchange (CSE) has not reviewed, approved, or disapproved the contents of this press release.
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SOURCE Scout Minerals Corp.
