NLPXF - Noble Completes Previously Announced Transactions with Canada Nickel to Option its Properties in Mann Hanna Duff and Reaume Twps and to Sell its Properties in Kingsmill and Mabee Twps
(TheNewswire)
Toronto, Ontario – February 24,2022 – Noble Mineral Exploration Inc. ( “Noble” or the “Company” ) (TSXV:NOB ) ( FRANKFURT:NB7 ) ( OTC:NLPXF) announced that it hascompleted agreements with Canada Nickel Company Inc. (“ CNC ”) to optionapproximately 625 single cell mining claims (the “ Claims ”) in Mann,Hanna, Duff and Reaume Townships (the “ Option Agreement ”),and to sell approximately 198 of its mineral rights only patentedproperties (the “ MROPatents ”) in Kingsmill and Mabee Townships(the “ PurchaseAgreement ”). These agreements were enteredinto further to the letter of intent previously signed between Nobleand CNC, as announced in the Company’s news release of November 22,2021.
Deal Terms
The terms of the Option Agreement providing CNC theright to earn into the Claims in Mann, Hanna, Duff and ReaumeTownships require an initial payment to the Company of $100,000 incash and 250,000 shares of CNC, worth approximately $760,000 (based onthe closing price of CNC’s shares on February 22, 2022). The OptionAgreement provides CNC the right to acquire a 60% interest in theClaims by incurring at least $500,000 of exploration expenditures onthe properties by approximately December 31, 2022, and also making afurther payment to the Company of $350,000, or at the Company’soption the issuance to the Company of 150,000 shares of CNC in lieu ofthat cash payment. After earning that 60% interest, CNC would have theoption to increase its interest in the claims to 80% by incurringadditional exploration expenditures of at least $1,200,000 on theproperties by approximately July 15, 2025. In addition, the Company isdue four annual payments of $100,000 (for a total of $400,000), itwill retain a 2% net smelter return royalty on the 304 staked claimsthat are subject to the Option Agreement (subject to CNC having theright to purchase 50% of that royalty (or 1.0%) for a payment of$1,000,000), and it will also retain the right to purchase up to 25%of the 2% royalty held by third parties on other parts of the claimsthat are subject to the Option Agreement (with CNC having the right topurchase another 25% of those royalties).
Under the Purchase Agreement, payment for the MROpatents in Kingsmill and Mabee Townships is the issuance of 500,000shares of CNC to the Company, worth approximately $1,520,000 (based onthe closing price of CNC’s shares on February 22, 2022).
The transactions are subject to approval by the Boardof Directors of Noble, to approval by Noble’s shareholders, to finalapproval by the TSX Venture Exchange and to compliance with securitiesand other laws and regulations. Noble’s shareholders are being askedto approve both the Option Agreement and the Purchase Agreement atNoble’s upcoming shareholder meeting on March 14, 2022. Shareholders will note that a management information circular hasbeen prepared and filed on SEDAR for that shareholder meeting. Thatdocument stated that approximately 578 single cell mining claims wereanticipated to be subject to the Option Agreement. In the course ofpreparing and finalizing the definitive Option Agreement, it wasdetermined that 625 single cell mining claims are to be subject to theOption Agreement. Similarly, the management information circularstated that approximately 200 mineral rights only patented propertieswere anticipated to be subject to the Purchase Agreement, and in thecourse of preparing and finalizing the Purchase Agreement it wasdetermined that approximately 198 such properties are to be subject tothe Purchase Agreement. In addition, shareholders will note that themanagement information circular provides an estimated value of theshares of CNC to be received by Noble in the transactions based on theclosing price for CNC’s shares on November 22, 2021, which isslightly higher than the value of those shares using the closing priceon February 22, 2022, as stated in this news release. Thedifferences between the transaction terms described in this newsrelease and those described in the circular for the March 14, 2022shareholder meeting are identified to shareholders for greaterclarity, although management’s view is that they are notsignificant. As noted in the circular, management of Noble is recommending that shareholders approve thetransactions under the Option Agreement and the PurchaseAgreement.
Vance White, President and CEO of Noble, said “we areextremely pleased to be able to invite Canada Nickel, with theirexpertise, to secure this very large land package as it represents a20km strike length where evidence of nickel, cobalt, PGM’s, rhodiumand rare earth minerals have been found to be present in work carriedout by past explorers. We look forward to Canada Nickel moving theoptioned properties to a JV stage, and to seeing Canada Nickel advancethe exploration of the Kingsmill and Mabee Township properties. Abudget and plan of exploration will be developed by Canada Nickel. Ilook forward to Canada Nickel commencing its exploration and to seeingpromising results.”
Michael Newbury PEng (ON), a “qualified person” assuch term is defined by National Instrument 43-101, has reviewed thedata disclosed in this news release, and has otherwise reviewed andapproved the technical information in this news release on behalf ofNoble.
About Noble Mineral ExplorationInc.:
Noble Mineral Exploration Inc. is a Canadian-basedjunior exploration company which, in addition to its shareholdings inCanada Nickel Company Inc., Spruce Ridge Resources Ltd. and MacDonaldMines Exploration Ltd., and its interest in the Holdsworth goldexploration property in the area of Wawa, Ontario, will continue tohold approximately 40,000 hectares of mineral rights in theTimmins-Cochrane areas of Northern Ontario known as Project 81, aswell as an additional ~11,000 hectares in the Timmins area and 44,000hectares of mining claims in Central Newfoundland. Project 81 hostsdiversified drill-ready gold, nickel-cobalt and base metal explorationtargets at various stages of exploration. It will also hold itsrecently acquired Nagagami Carbonatite Complex near Hearst, Ontario,as well as the Buckingham Graphite Property, the Laverlochere Nickel,Copper, PGNM property and the Cere-Villebon Nickel, Copper, PGMproperty, all of which are in the province of Quebec. More detailedinformation is available on the website at www.noblemineralexploration.com .
Noble’s common shares trade on the TSX VentureExchange under the symbol “NOB”.
Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term is defined in the policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this release. No stock exchange,securities commission or other regulatory authority has approved ordisapproved the information contained herein.
The foregoing information may contain forward-lookingstatements relating to the future performance of Noble MineralExploration Inc. Forward-looking statements, specifically thoseconcerning future performance, are subject to certain risks and uncertainties, andactual results may differ materially from the Company’s plans andexpectations. These plans, expectations, risks and uncertainties aredetailed herein and from time to time in thefilings made by the Company with the TSX Venture Exchange andsecurities regulators. Noble Mineral Exploration Inc. does notassume any obligation to update or revise its forward-lookingstatements, whether as a result of new information, future events orotherwise.
Contacts:
H. Vance White, President
Phone: 416-214-2250
Fax: 416-367-1954
Email: info@noblemineralexploration.com
Investor Relations
Email: ir@noblemineralexploration.com
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