NIKLF - Grid Battery Metals Provides Update for the Proposed Spin-out and TSX Venture listing of its subsidiary AC/DC Battery Metals Inc.
(TheNewswire)
Coquitlam, BC – TheNewswire - February 21, 2024 - Grid Battery MetalsInc. (the “Company” or“Grid”) ( TSXV: CELL,OTCQB: EVKRF, FRA: NMK2 ) is pleased to announce that it has confirmed the date andmeeting location with our Transfer Agent, Odyssey Trust Company, for the Company’s upcoming AnnualSpecial and General Meeting (the “Meeting”). The Meeting willbe set for 10:00 am (Pacific Standard Time) on April 9, 2024 and willbe held at the Company’s address of record, 3028 Quadra Court inCoquitlam, British Columbia. Mailout of the Management InformationCircular to Grid shareholders will begin on March 13, 2024. A noticehas recently been filed on SEDAR+ confirming these dates.
Tim Fernback, Grid President & CEO comments “Atthis year’s upcoming Meeting, among other corporate matters, theshareholders will be voting on the spin-out of our wholly -ownedsubsidiary containing our BC Nickel assets, as a separate company thatwe plan on listing on the TSX Venture Exchange in the days ahead. For no additional cost, ourshareholders will receive a proportionate share of this new entity,which will represent a valuable share dividend to each of ourshareholders. We are separating ourNevada-based lithium properties from our British Columbia-based nickelproperties, and plan on separately financing this new entity, AC/DCBattery Metals Inc., order to create additional shareholder value. We believe this to be a big win for our shareholders.”
The Proposed Transaction
The Company has entered into an Arrangement Agreementas amended, with its wholly owned subsidiary AC/DC Battery Metals Inc.(“ SpinCo ”). In accordance with the terms of the ArrangementAgreement and amendment, Grid will transfer to SpinCo ownership of itsinterests in its nickel properties in British Columbia, which consistsof five claim blocks in three groups (Nickel West, Nickel Central,Nickel South) in the area surrounding Mount Sidney Williams, in closeproximity to the Decar Project and the Baptiste deposit of FPX NickelCorp (TSXV:FPX). (collectively, the " Transferred Assets ") in exchange for approximately 9,414,040 common sharesof SpinCo (the " Consideration Shares "). Grid will spinout the Consideration Shares (the " Spin-Out Shares ") to Grid shareholders.
It is proposed that the transaction will be carried outby way of statutory plan of arrangement (the " Spin-Out ")pursuant to the BusinessCorporations Act (British Columbia). Under theterms of the Spin-Out, shareholders of Grid would exchange theirexisting common shares of Grid for the same number of new commonshares of Grid (having the identical terms of the existing Grid commonshares) and Spin-Out Shares of SpinCo. There will be no change inshareholders' holdings in Grid as a result of the Spin-Out. It isanticipated that each Grid shareholder will receive 1/20 of a Spin-OutShare for each Grid common share held as at the record date for thearrangement. Grid will continue to hold its interest in itsNevada-based Lithium Projects (Texas Springs, Volt Canyon and ClaytonValley Lithium Projects).
The Spin-Out Transaction requires the approval of the,the TSX Venture Exchange “(Exchange”), the Grid shareholders andapproval of the British Columbia Supreme Court in order to proceed.Full details on the Spin-Out Transaction will be contained in theManagement Information Circular to be prepared for the Gridshareholder meeting. Grid shareholders are urged to read theManagement Information Circular carefully and in its entirety.
The intention is to seek a listing of the SpinCo commonshares on the Exchange but no assurance can be provided that such alisting will be obtained. Any such listing will be subject to SpinCofulfilling all of the applicable regulatory and listingrequirements.
BC Nickel Property Update
The Company announced on January 10, 2024 the filing of its National Instrument# 43-101 Technical Report for the Nickel Project, dated December 4,2023, in the Takla Lake Area, BC and prepared by Jeremy Hanson, P.Geo.(the “Technical Report”) has been filed on SEDAR+ (www.sedarplus.ca) and can beobtained on the Company’s website at gridbatterymetals.com/nickel-project . As a recap, the third phase of our BCNickel exploration program was completed in 2023 and included adetailed sampling, trenching and initial drilling program.
The proposed fourth phase of the exploration program,planned for the 2024 exploration season, follows a recommendationcontained within the Technical Report. Within this exploration plan,funds have been allocated for exploration workthat includes field work on all three claim block groups targetinghistoric results, vectoring towards elevated DTR Ni, and sampling andmapping of untested magnetic anomalies.
The exploration stage project is in the Trembleur Lakearea of central British Columbia, partially adjacent to FPX Nickel Corp.’s (TSXV:FPX, OTC: FPOCF) Decar Nickel Project , which isan advanced project targeting awaruite, a nickel-iron alloy mineral,hosted by serpentinized ultramafic intrusive rocks of the TrembleurUltramafic Unit. FPX Nickel Corp. has invested over CAD$25 milliondeveloping the Decar Project and plans to issue a Prefeasibility Studythis calendar year as announced on June 27, 2023 showing increased nickel recoveries on the project. FPX’s Decar Nickel Project is widelyrecognized as on the 7 th largest nickel deposit in the world (Source: Mining.com , May 1,2023).
Qualified Person
Jeremy Hanson, P.Geo., aqualified person as defined by NI 43 – 101, is responsible for thetechnical information contained in this releaseregarding Grid’s BC Nickel Properties. Readers are cautioned that the information in this pressrelease regarding the property of FPX Nickel Corp is not necessarilyindicative of the mineralization on the property of interest.
Grid Battery Metals Inc. is a Canadian basedexploration company whose primary listing is on the TSX VentureExchange. The Company’s maintains a focus on exploration for highvalue battery metals required for the electric vehicle (EV) market. www.gridbatterymetals.com .
About Texas Springs Property
The Company owns a 100% interest in the TexasSpring Property which consists of mineral lode claims located inElko County, Nevada. The Property is in the Granite Range southeastof Jackpot, Nevada, about 73 km north-northeast of Wells, Nevada. Thetarget is a lithium clay deposit in volcanic tuff and tuffaceoussediments of the Humbolt Formation. A Phase 1 exploration program atthe Texas SpringsProperty (Fall 2023) yielded r esults with average lithium grades of 2010 ppm, applying a1,000 ppm cut-off, and up to 5,610 ppmLithium .
The Texas Spring property adjoins the southern borderof the Nevada North Lithium Project - owned by Surge Battery MetalsInc. (“Surge”) ( TSXV:NILI, OTC: NILIF ) and comprised of 725 mineralclaims. Surge's first round of drilling identified stronglymineralized lithium bearing clays. The average lithium content withinall near surface clay zones intersected in the 2022 drilling program,applying a 1000 ppm cut-off, was 3254 ppm. (Press release March 29, 2023 ). More recent results have shown higher grade lithium upto 8070 ppm on this property after initial drilling (Press release September 12, 2023 ). Our exploration results are on-trendwith these results.
About Clayton Valley LithiumProject
The Company owns a 100% interest in 113 lithium lodeand placer claims covering over 640 hectares in Clayton Valley.Clayton Valley is a down-dropped closed basin formed by the Mioceneage Great Basin extension and is still active due to movement alongthe Walker Lane structural zone. As a result, the basin haspreserved multiple layers of lithium bearing volcanic ash, resultingfrom multiple eruptive events over the past 6 million years includingeruptions from the 700,000-year-old Long Valley Caldera system andrelated events. These ash layers are thought to contribute to thelithium brines extracted by Albemarle and are also likely involved inthe formation of the exposed lithium rich clay deposits on the eastside of Clayton Valley.
Volt Canyon Lithium Property
The Company owns a 100% interest in 80 placer claimscovering approximately 635 hectares of alluvial sediments and clayslocated 122 km northeast of Tonopah, Nevada.
About the British Columbia, NickelProjects
The Mount Sidney Williams Group consists of three claimblocks with a total area of 10,569 hectares in the area surroundingMount Sidney Williams, both adjoining and near the Decar project ofFPX Nickel Corp., located 100 kilometres northwest of Fort St. James,B.C., in the Omineca mining division. Metallic mineralization includesnickel, cobalt, and chromium. At least some of the nickelmineralization occurs as awaruite. The Mitchell Range Group areaclaim consists of one claim block covering 8,659 hectares withdemonstrated metallic mineralization including nickel, cobalt, andchromium. Nickel cobalt mineralization has not been well explored, butthe presence of awaruite has been documented.
On Behalf of the Board of Directors
“Tim Fernback”
Tim Fernback, President & CEO
Contact Information:
Email: info@gridbatterymetals.com
Phone: 604- 4 28-5690
Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release. This news release may containforward-looking statements which include, but are not limited to,comments that involve future events and conditions, which are subjectto various risks and uncertainties. Except for statements ofhistorical facts, comments that address resource potential, upcomingwork programs, geological interpretations, receipt and security ofmineral property titles, availability of funds, and others areforward-looking. Forward-looking statements are not guarantees offuture performance and actual results may vary materially from thosestatements. General business conditions are factors that could causeactual results to vary materially from forward-lookingstatements. It should benoted that results from any adjacent property(s) are not an indicationof what may be found on the Company’s property(s).
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