(TheNewswire)
Vancouver – TheNewswire - February 26, 2024 – The trading on Apex Resources Inc. (“Apex” or the“Company”) (TSXV:APX) common shares on the TSXV was halted onJanuary 9, 2024. As previously announced, Apex has enteredi nto a share purchase agreement (the “SPA”) to acquire all the shares of anarm’s length corporation holding a 100% option over the consolidatedmineral rights of the Lithium Creek Property (the “Property”) inNevada, USA (the “Acquisition”) and a summary of the transactionis provided below.
The Acquisition is deemed to be a FundamentalAcquisition by Apex and consequently, the Company is currentlycomplying with the requirements of TSXV’s Policy 5.3 – Acquisitionand Disposition of Non-Cash Assets . As perTSXV requirements, trading of the Company’s common shares werehalted and will remain halted until receipt of TSXV’s approval ofthe Acquisition. Further updates will be provided as the TSXV’sreview process of the Acquisition progresses.
Acquisition Summary
Pursuant to the SPA dated January8, 2024 between the Company and 1434001 B.C.Ltd. ("1434001"), the Company shall acquire all of theshares of 1434001 in exchange for a cash payment of USD $80,000.00 andthe issuance of 18,000,000 common shares of Apex (the "PaymentShares"). The Payment Shares are subject to voluntary poolingrestriction as follows: 12.5% of the Payment Shares will be releasedon three months after closing of the Acquisition and an additional12.5% of the Payment Shares will be released every three monthsthereafter. Upon completion of issuing all Payment Shares, 1434001will become a wholly-owned subsidiary of the Company, which holds anexclusive option to acquire a 100% interest in the Property (the“Option”). There will be no finder’s fees payable with respectto the Acquisition. The terms of the Option provide for 1434001 toacquire 100% of the Property by completing the following:
Date for Completion | Option Payment (USD) | Exploration & Development Expenditures (USD) |
Down Payment (non refundable) | $50,000 (Paid by 1434001) | |
1 st Anniversary ofEffective Date* | $100,000 | $300,000 |
2 nd Anniversary ofEffective Date | $150,000 | $500,000 |
3 rd Anniversary ofEffective Date | $300,000 | $1,000,000 |
4 th Anniversary ofEffective Date | $600,000 | $2,000,000 |
5 th Anniversary ofEffective Date | $1,200,000 | $3,000,000 |
6 th Anniversary ofEffective Date |
| $5,000,000 |
TOTAL | $2,400,000 | $11,800,000 |
*The Effective Date of the Option is August25 th , 2023.
Following the exercise of the Option and acquiring 100%of the Property, the vendor of the Property (the “Seller”) will beentitled to the following additional consideration on meeting certainmilestones:
(1) US$500,000 uponcompletion of a Preliminary Economic Assessment;
(2) US$1,000,000 uponcompletion of a Pre-Feasibility Study; and
(3) US$1,000,000 uponcompletion of a Feasibility Study
The Property is also subject to a 3.0% Gross OverridingRoyalty (the “Royalty”) and one-half (1/2) of the Royalty can bepurchased after three years following commencement of commercialproduction on the Property for US$5,000,000 payable to the Seller.
Financing Update
The Company alsoannounces that it will continue with its planned non-brokered privateplacement financing of up to 11,430,000 units at a price of $0.07 perunit (the “Unit”) for gross proceeds of up to $800,100 (the“Financing”) as announced in its news release dated January 9,2024.
The planned Acquisition and Financing are subject toapproval by the Exchange. All shares issued pursuant to the SPA,Financing and exercise of warrants will be subject to a four monthhold period from the closing date.
About Apex Resources Inc.
Apex is a mineral exploration company engaged in thebusiness of the acquisition, exploration and development of mineralresource properties. Apex’s common shares trade under the symbol"APX” on the TSX Venture Exchange (TSX-V).
On Behalf of the Board of Directors of
Apex Resources Inc.
Jay Roberge
President
Ph. +1(778)895-0247 or info@apxresources.com website: www.apexresources.com
Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term in defined in the policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this press release.
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS:This news release may contain forward-looking information within themeaning of applicable securities laws (“forward-lookingstatements”). Forward-looking statements are statements that are nothistorical facts and are generally, but not always, identified by thewords “expects,” “plans,” “anticipates,” “believes,”“intends,” “estimates,” ‘projects,” “potential” andsimilar expressions, or that events or conditions “will,”“would,” “may,” “could” or “should” occur. Theseforward-looking statements are subject to a variety of risks anduncertainties which could cause actual events or results to differmaterially from those reflected in the forward-looking statements,including, without limitation: receipt of regulatory approvals; risksrelated to fluctuations in metal prices; uncertainties related toraising sufficient financing to fund the planned work in a timelymanner and on acceptable terms; changes in planned work resulting fromweather, logistical, technical or other factors; the possibility thatresults of work will not fulfill expectations and realize theperceived potential of the Company’s properties; risk of accidents,equipment breakdowns and labour disputes or other unanticipateddifficulties or interruptions; the possibility of cost overruns orunanticipated expenses in the work program; the risk of environmentalcontamination or damage resulting from Apex’s operations and otherrisks and uncertainties. Any forward-looking statement speaks only asof the date it is made and, except as may be required by applicablesecurities laws, the Company disclaims any intent or obligation toupdate any forward-looking statement, whether as a result of newinformation, future events or results or otherwise.
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