Brunswick Exploration Options Property Immediately Adjacent to Pmet’S Corvette Discovery
BRUNSWICK EXPLORATION OPTIONS PROPERTY IMMEDIATELY ADJACENT
TO PMET’S CORVETTE DISCOVERY
Montreal, November 10, 2022 – Brunswick Exploration Inc. (TSX-V:BRW; “BRW” or the
“Company”) is pleased to announce it has signed an option agreement with Midland Exploration
(TSX-V: MD) to acquire a maximum 85% interest in potential LCT (lithium-cesium-tantalum)
mineralization of the Mythril and Elrond properties (the “Properties”), located in the James Bay region
of Quebec. The Mythril property is located immediately north of Patriot Battery Metal’s (TSX-V:PMET)
Corvette project in Quebec.
Mr. Killian Charles, President of BRW, commented: “We are very pleased to further expand our
exploration holdings in Quebec’s James Bay region with this option agreement. The lithium acquisition
option on the Mythril and Elrond properties are adjacent to Patriot Battery Metals’ outstanding Corvette
project. This option agreement constitutes a significant addition to our extensive James Bay
grassroots portfolio and we are excited to rapidly unlock its lithium potential in 2023.”
Midland Exploration Option Agreement
The Mythril and Elrond property package contains a total of 511 claims, representing 26,290 hectares.
Both properties have never been explored for lithium. Prospecting will be prioritized in 2023 and may
lead to trenching and drilling if results warrant it.
The First Option allows BRW to acquire an initial 50% interest in the rare mineral potential of the
Properties (exclusive of base and precious metals) for a total consideration of $500,000 in cash and
shares over a 3 year period, upon closing of the option agreement (the “Agreement”) under the
following terms:
An initial payment of $50,000, half of which is in shares, within five (5) business days of the
Effective Date of the Agreement;
A payment of $100,000, half of which is in shares, on or before the 1st year anniversary of
the Effective Date of the Agreement;
A payment of $140,000, half of which is in shares, on or before the 2nd year anniversary of
the Effective Date of the Agreement;
A payment of $210,000 in shares, on or before the 3 rd year anniversary of the Effective
Date of the Agreement;
In order to exercise the First Option; Brunswick Exploration shall fund an aggregate amount of
$1,500,000 in Work Expenditures in accordance with the following schedule:
A firm commitment of $300,000, on or before the 1st year anniversary of the Effective Date;
An aggregate of $600,000, on or before the 2nd year anniversary of the Effective Date;
An aggregate of $1,500,000, on or before the 3rd year anniversary of the Effective Date;
The Second Option allows BRW to acquire a further 35% interest in the Properties for a total
consideration of $200,000 in cash or shares over a 2 year period upon exercise of the First Option
under the following terms:
An amount of $100,000 in cash, shares or a combination of both at BRW’s choosing on or
before the 1st year anniversary of the exercise of the First Option
An amount of $100,000 in cash, shares or a combination of both at BRW’s choosing on or
before the 2nd year anniversary of the exercise of the First Option
In order to exercise the Second Option; Brunswick Exploration shall fund an aggregate amount of
$2,000,000 in Work Expenditures in accordance with the following schedule:
An aggregate of $1,000,000, on or before the 1st year anniversary of the exercise of the First
Option
An aggregate of $1,000,000, on or before the 2nd year anniversary of the exercise of the First
Option
Upon execution of the Second Option, BRW will retain a right of first refusal on Midland Exploration’s
15% ownership. Furthermore, Midland will not be expected to fund its pro-rata of the exploration
budget following the exercise of the Second Option until construction of a mine.
Corporate Update
The Company has entered into a debt settlement agreement with Robert Wares, director and officer
of the Company (the "Debt Settlement"), to settle a $333,333 outstanding payment due in November
2022 on a convertible debenture issued in 2018 and which matured in September 2021, by issuing
952,380 common shares of BRW at a deemed issue price of $0.35 per Common Share. This Debt
Settlement will be executed in shares in order to preserve capital available to the Company.
The issuance of the common shares pursuant to the Debt Settlement is subject to approval from the
TSX Venture Exchange (the “TSX-V”). The common shares issued pursuant to the Debt Settlement
are subject to a statutory hold period of four months and one day from the date of issuance of the
Common Shares in accordance with applicable securities laws.
After the Debt Settlement, Robert Wares will own 44,235,572 common shares and 1,300,000 options
of the Corporation, representing 27.4% of the outstanding common shares of the Company on an
undiluted basis and 28.0% of the outstanding common shares on a partially diluted basis, assuming
full exercise of the options.
The Debt Settlement will constitute a "related party transaction" within the meaning of the TSX-V
Policy 5.9 (the "Policy") and Multilateral Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions ("MI 61-101") adopted in the Policy. The Corporation intends to rely on the
exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101
contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value (as determined under
MI 61-101) of the Debt Settlement does not exceed 25% of the Corporation's market capitalization (as
determined under MI 61-101).
Finally, the Company wishes to announce that it has engaged Olivier Tielens to assist the
management team and board in corporate development matters on a 1-year consultation basis. BRW
will grant 400,000 incentive stock options to the consultant. The grant is subject to a three-year vesting
period and a five-year term at an exercise price of $0.32. The stock options have been granted
pursuant to the Company’s Stock Option Plan and are subject to applicable securities laws and TSX
Venture Exchange policies.
Qualified Person
The scientific and technical information contained in this press release has been reviewed and
approved by Mr. Jeff Hussey, Director of Brunswick Exploration. He is a Professional Geologist
registered in Quebec.
About Brunswick Exploration
Brunswick Exploration is a Montreal-based mineral exploration company listed on the TSX-V under
symbol BRW. The Company is focused on grassroots exploration for lithium in Eastern Canada, a
critical metal necessary to global decarbonization and energy transition. The company is rapidly
advancing the most extensive grassroots lithium property portfolio in Eastern Canada with holdings in
Quebec, Ontario, New Brunswick and Newfoundland.
Investor Relations/information
Mr. Killian Charles, President ([email protected])
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release
Cautionary Statement on Forward-Looking Information
This news release contains "forward-looking information" within the meaning of applicable Canadian securities
legislation based on expectations, estimates and projections as at the date of this news release. Forward-looking
information involves risks, uncertainties and other factors that could cause actual events, results, performance,
prospects and opportunities to differ materially from those expressed or implied by such forward-looking
information. Factors that could cause actual results to differ materially from such forward-looking information
include, but are not limited to, delays in obtaining or failures to obtain required governmental, environmental or
other project approvals; uncertainties relating to the availability and costs of financing needed in the future;
changes in equity markets; inflation; fluctuations in commodity prices; delays in the development of projects; the
other risks involved in the mineral exploration and development industry; and those risks set out in the
Corporation’s public documents filed on SEDAR at www.sedar.com. Although the Corporation believes that the
assumptions and factors used in preparing the forward-looking information in this news release are reasonable,
undue reliance should not be placed on such information, which only applies as of the date of this news release,
and no assurance can be given that such events will occur in the disclosed time frames or at all. The Corporation
disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of
new information, future events or otherwise, other than as required by law. Neither the TSX Venture Exchange
nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this news release.