(TheNewswire)
Not fordistribution to United States newswire services or for releasepublication, distribution or dissemination directly, or indirectly, inwhole or in part, in or into the United States.
Vancouver, BC – TheNewswire January 9, 2024 -Apex Resources Inc. (“Apex” or the “Company”) (TSXV:APX) ispleased to announce that it has entered into ashare purchase agreement (the “SPA”) toacquire all the shares of an arm’s length corporation holding a 100%option over the consolidated mineral rights of the Lithium CreekProperty (the “Property”) in Nevada, USA (the “Acquisition”).
Acquisition Highlights
• Consolidation of a large scale land package ,comparable in size and geology to Albemarle’s Silver Peak Mine inClayton Valley, Nevada.
• Location: Situated off a major highway, in an area ofhistoric basin development and geology associated with lithiummineralization.
• VeryLimited Modern Exploration: Lithium explorationand development has not been seriously conducted in the area.
• SignificantInfrastructure in Place: The district hassubstantial infrastructure including roads, railways, highways,permits, national and local power and a skilled workforce inneighboring towns and cities.
• AcceleratedPathway to Exploration: Utilizing theinfrastructure and a Tier 1 exploration
team can result in accelerated results.
Mr. Jay Roberge, President Apex Resources Inc. stated," We are very pleased toannounce t his acquisitionwhich offers Apex shareholders exposure to the potential of a low-cost lithium brine projecttargeting a “Made in America” battery supply chain, ideallylocated in the prolific Stateof Nevada, home to the only commercial lithium brine production in theUSA and the first Tesla Gigafactory in the USA.”
The Lithium Creek Property
The Lithium Creek Property consists of 40 claimscovering 800 acres of unpatented placer mining claims located onpublic lands controlled by the Bureau of Land Management, withinChurchill County, Nevada, USA.
Surface mapping, shallow brine sampling and nearbyproducing geothermal aquifers provides strong evidence for a large, preserved and untapped lithium-boron bearingbrine body to exist proximal to two lithium-boron prospects, eachdisplaying brines with lithium in anomalous concentrations at shallowdepths.
Lithium Creek Location Map
https://apxresources.com/site/assets/files/5405/location-map.jpeg
Lithium bearing brines were discovered in shallowwaters (1-2 meters below surface) via sampling from a series ofhistoric shallow wells and hand dug pits. Laboratory analyses indicatelithium concentrations range from 18 mg/L in shallow surficialgroundwater brines to 330 mg/L proximal to property claims. Boron isalso present at concentrations up to 400 mg/L.Modern exploration for lithium and boron bearing brines or clays havenot been attempted in this part of Nevada.
The prospects are in or near outflow zones fromgeothermal upwelling in the vicinity of certain geothermal systems.Geothermal fluid is understood to liberate lithium from rhyolitictuffs and lithium bearing clays. This upwelling appears to manifest atthe ground surface as an area of diffuse perennial discharge of brinewaters with concentrations of lithium ranging up to 20 mg/L in thecreek flowing through the southern portion of the property and isexpected to influence the potential lithium brine reservoir in thebasin.
The conceptual model for the property is similar to theconceptual model for Clayton Valley, Nevada. Clayton Valley containsthe only commercially operating closed basin lithium brine mineoperation in North America. The model holds thatgroundwater recharge from infiltration of precipitation and underflowthrough lithium rich volcanic material collects in a structurallyclosed basin where it can be enriched and concentrated throughgeothermal processes.
Geothermal waters in Clayton Valley historicallyemanated as surficial geothermal springs with lithium concentrationsof approximately 40 mg/L prior to brine pumping. These geothermalwaters are expected to be of meteoric source with elevatedtemperatures due to the high geothermal gradients in the region. Themodel suggests some of these waters make their way through the basinfill in Clayton Valley via fault planes, joints, and other naturalfractures. Basin fill materials, containing lithium in solid form, arethen leached by interaction with the local groundwater. Thisinteraction could release lithium that is absorbed or associated withhighly soluble phases. Lithium contained in the exchangeable layers ofclays may also be released due to the increased weathering rates ofthe elevated temperature fluids and cation exchange through contactwith basin inflow water. These interactions likely have been occurringover the timeframe of the Pliocene and are conceptual to the formationof the lithium brines that are produced from Clayton Valley.
The conceptual model described for the lithium brinesystem at Clayton Valley also fits the conceptual model for lithiumbrine occurrence at the Property. Existing data strongly suggests theproject claims are located within hydraulically closed basins withmultiple structural boundaries. The claims are expected to be proximalto discharge zones from convective upwelling of geothermal systems.Drill results from a proximal geothermal field suggest brinesgenerated from these systems are in contact with smectite clays,rhyolitic ash flows and tuffs which could provide ample sourcematerial for soluble lithium. Figure 2 provides a conceptual model forthe Clayton Valley lithium brine deposit and the Lithium Creek brineprospect.
Image: Conceptional Model for BasinBrine Aquifer System
https://apxresources.com/site/assets/files/5405/lithium-storage-model.jpeg
Exploration work near the discovery area can commenceimmediately with a view to begin drill testing when targets arerefined. Press releases should be anticipated regularly over thecoming weeks and months, subject to receiving the necessary regulatoryapprovals.
Transaction 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 release restrictionsas follows: 12.5% of the Payment Shares will be released on closing ofthe Acquisition and an additional 12.5% of the Payment Shares will bereleased every 3 months after the closing date. Upon completion ofissuing all Payment Shares, 1434001 will become a wholly-ownedsubsidiary of the Company, which holds an exclusive option to acquirea 100% interest in the Property (the “Option”). There will be nofinder’s fees payable with respect to the Acquisition. The terms ofthe Option provide for 1434001 to acquire 100% of the Property bycompleting the following:
Date for Completion | Option Payment (USD) | Exploration & DevelopmentExpenditures (USD) |
Down Payment (non refundable) | $50,000 (Paid by 1434001) | |
1 st Anniversary of Effective Date* | $100,000 | $300,000 |
2 nd Anniversary of Effective Date | $150,000 | $500,000 |
3 rd Anniversary of Effective Date | $300,000 | $1,000,000 |
4 th Anniversary of Effective Date | $600,000 | $2,000,000 |
5 th Anniversary of Effective Date | $1,200,000 | $3,000,000 |
6 th Anniversary of Effective Date |
| $5,000,000 |
TOTAL | $2,400,000 | $11,800,000 |
*The Effective Date of the Option is August25 th , 2023.
Financing and Issuance of StockOptions
1. The Company plans to complete a 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”). Each Unit is comprised of one Apex common share andone share purchase warrant (the “Warrant”). Each Warrant will beexercisable to acquire one Apex common share at an exercise price of$0.12. The Warrants will have an expiry date of two years from thedate of issue (the “Expiry Date”). If at any time prior to theExpiry Date, the Company’s common shares trade at or above a priceof $0.20 per common share on the TSX Venture Exchange (the“Exchange”) for a period of 10 consecutive trading days commencingfour months plus one day after the issue date, the Company may, at itsoption, accelerate the Expiry Date by issuing a press releaseannouncing such acceleration (the "Acceleration PressRelease”), and, in such case, the Expiry Date shall be deemed to bethe 30th day following the date of issuance of the Acceleration PressRelease.
In addition, the Company has granted 1,500,000incentive stock options to directors, officers, consultants andadvisors to the Company in accordance with the Company’s StockOption Plan. The incentive stock options are exercisable at $0.10 pershare for a period of five years.
The planned Acquisition, Financing and grant ofincentive stock options are subject to approval by the Exchange. Allshares issued pursuant to the SPA, Financing and exercise of warrantswill be subject to a four month hold period from the closingdate.
Qualified Person and NI 43-101Disclosure
The technical information in this news release has beenprepared in accordance with Canadian regulatory requirements as setout in National Instrument 43-101 and reviewed and approved byGeoffrey Baldwin, P.G. (Lic. No. 10037), a Qualified Person who isindependent of Apex and who acts as Apex’s Qualified Person. Mr.Baldwin has sufficient experience relevant to the style ofmineralization and type of deposit under consideration and to theactivity he is undertaking to qualify as a Qualified Person as definedin the 2014 Edition of the “CIM Definition Standards for MineralResources & Mineral Reserves.”
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.
Copyright (c) 2024 TheNewswire - All rights reserved.