Bolt Metals Announces New Agreement for Conditional Sale of Cyclops Project
Bolt Metals Announces New Agreement for Conditional Sale of Cyclops Project
Vancouver, B.C. – April 26, 2023 – Bolt Metals Corp. (“Bolt” or the “Company”) (CSE: BOLT) (FRANKFURT:
A2QEUB) (OTCQB: PCRCF) is pleased to announce it has entered into a new conditional share sale and
purchase agreement (the “Agreement”), pursuant to which Nickel Industries Limited (previously Nickel
Mines Limited)(ASX:NIC)(“NIL”) has agreed to acquire 100% of the Company’s interest in the Cyclops
nickel-cobalt project (the “Transaction”).
The Company and NIL had in December 2021 entered a similar agreement which did not close within its
agreed timelines due to the decision by the Indonesian Government to revoke the mining permit (“IUP”)
for the Cyclops Project.
Subject to approval of the Transaction by the shareholders of Bolt, Bolt and its subsidiaries will receive
net cash payments in the aggregate amount of US$6,500,000 in exchange for a 100% interest in the
Cyclops project, a 5,000 hectare nickel-cobalt project located in Papua province, Indonesia (the “Cyclops
Project”). If the shareholders of the Company do not approve the Transaction, NIL will have the right to
acquire a 45% interest in the Cyclops Project for total net consideration of US$500,000 and additional
consideration of US$980,000 to underlying Cyclops Project owners, PT Best Resources (“PT Best”).
Completion of the Transaction is subject to customary due diligence, regulatory and shareholder approval
and the successful reinstatement and extension of the IUP for the Cyclops Project. A finder’s fee is payable
in connection with the Transaction.
Key Transaction Details
Pursuant to the Agreement and subject to Bolt shareholder approval of the Transaction, NIL will acquire
a 100% interest in the Cyclops Project in consideration for the payment of an aggregate of US$7,000,000
in cash, payable as follows:
• US$2,500,000 (inclusive of the initial US$500,000 deposit paid to Bolt in December 2021) payable
to Cobalt Power (Asia) Limited, an indirect wholly-owned subsidiary of Bolt (“CPA”) on the later
of ten (10) business days after the date on which the Bolt provides to NIL evidence, satisfactory
to NIL in its absolute discretion of both the IUP Reinstatement and the IUP Extension; and
• US$4,500,000 on the earlier of; (i) the second anniversary of the IUP Extension; and (ii) ten (10)
business days after the date on which the first commercial shipment of nickel ore from the Cyclops
Project is sent to a smelter or leach plant for processing.
In the event Bolt does not obtain shareholder approval for the Transaction, NIL has the right to acquire a
45% interest in the Cyclops Project by paying US$500,000 to CPA in exchange for CPA cancelling its option
to acquire an additional 35% interest in the Cyclops Project and paying US$980,000 to PT Best to acquire
their 35% interest in the Cyclops Project, following which NIL and Bolt will proceed as partners in
developing the Cyclops Project with NIL holding a 45% interest and Bolt holding the remaining 55%
interest in the project. NIL may also elect to terminate the Agreement and receive a cash payment of
US$250,000 if Bolt does not obtain shareholder approval for the Transaction.
In connection with the Transaction, PT Best, has through a conditional share purchase agreement, granted
CPA the exclusive right to acquire its 35% indirect interest in the Cyclops Project. Subject to various
conditions, CPA will make cash payment(s) of US$980,000 to PT Best upon receipt of certain minimum
payments from NIL in connection with Transaction.
About Nickel Industries Limited
NIL Limited (ASX: NIC) is a globally significant, low-cost producer of nickel pig iron, a key ingredient in the
production of stainless steel, with principal operations in Central Sulawesi, Indonesia. NIL holds an 80%
interest in the Hengjaya Nickel and Ranger Nickel rotary kiln electric furnace projects, located within the
Indonesia Morowali Industrial Park (“IMIP”), and the Hengjaya mine, a large tonnage high grade nickel
laterite deposit located close to the IMIP.
About Bolt Metals
Bolt Metals is a Canadian-based exploration company focused on the acquisition and development of
production grade nickel and cobalt deposits, key raw material inputs for the growing lithium-ion battery
industry. Visit https://boltmetals.com/ to find out more.
Bolt Metals Corp.
Ranjeet Sundher – President and CEO
(604) 922-8272
Steve Vanry – CFO & Director
(604) 922-8272
Reader Advisory
This news release may contain statements which constitute “forward-looking information”, including
statements regarding the timing and terms of the Transaction, satisfaction or waiver of closing conditions
to the Transaction, receipt of regulatory and shareholder approval for the Transaction and the plans,
intentions, beliefs and current expectations of the Company, its directors, or its officers with respect to
the future business activities of the Company. The words “may”, “potential”, “should”, “would”, “could”,
“will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” and similar expressions, as they
relate to the Company, or its management, are intended to identify such forward-looking statements.
Investors are cautioned that any such forward-looking statements are not guarantees of future business
activities and involve risks and uncertainties, and that the Company’s future business activities may differ
materially from those in the forward-looking statements as a result of various factors, including, but not
limited to, the receipt of all approvals and s atisfaction of all conditions to the completion of the
Transaction, fluctuations in market prices, successes of the operations of the Company, continued
availability of capital and financing and general economic, market or business conditions. There can be no
assurances that such information will prove accurate and, therefore, readers are advised to rely on their
own evaluation of such uncertainties. The Company does not assume any obligation to update any
forward-looking information except as required under the applicable securities laws.
Neither the Canadian Securities Exchange nor the Investment Industry Regulatory Organization of Canada
accepts responsibility for the adequacy or accuracy of this news release.