Winsome Resources Signs Binding Agreement to Purchase
Winsome Resources Signs Binding Agreement
to Purchase Hong Kong-Based Sinomine's
Interests in Power Metals Corp
Highlights:
Winsome Resources signs binding agreement to purchase
Hong Kong
-based Sinomine's
interests in Power Metals Corp's Case Lake Project
Case Lake hosts high-grade lithium, cesium and tantalum deposits
1
in which Winsome has
gained the rights to all offtake
Located across provincial border but in proximity to Winsome's
Quebec
assets
VANCOUVER, BC
,
Dec. 2, 2022
/CNW/ -
Power Metals Corp.
("
Power Metals
" or the
"
Company
") (TSXV: PWM) (FRANKFURT: OAA1) (OTCQB: PWRMF) is pleased to announce that
Winsome Resource Limited (ASX: WR1) ("Winsome") has agreed to acquire shares in TSX-V listed
Power Metals Corp. that are currently owned by
Hong Kong
-based Sinomine Rare Metals
Resources Co Ltd ("Sinomine").
Under this agreement, Winsome has also agreed to acquire Sinomine's offtake rights for the lithium,
cesium and tantalum from the highly prospective Case Lake Project ("the Project"), located in
Ontario, Canada
.
The Project is 100% owned by Power Metals and hosts high-grade deposits of cesium, lithium and
tantalum. All three minerals are included on the latest US and Canadian critical minerals lists.
Located in north-eastern
Ontario
approximately 100km north of
Kirkland Lake
, the Project is
accessible year-round via the Translimit Road which connects
Ontario
and
Quebec
.
As previously directed by the Canadian government (See press release dated
November 3, 2022
),
Sinomine is required by recent changes to Canadian law to divest its interests in the Project.
Under the terms of the agreement, for a total cash consideration of
CAD$2,000,000
(AUD$2,220,000)(CAD
$0.27
per share of Power Metals stock) Winsome will acquire Sinomine's
total interests in Power Metals and the Case Lake Project, including:
7,500,000 common shares; and
7,500,000 share purchase warrants, which can be converted into shares on a one-for-one basis
at
CAD$0.40
per Share, expiring on
17 March 2025
,
(together, the "Sale Securities")
Winsome has also agreed to assume all of Sinomine's rights and obligations under the offtake
agreement that was signed between Sinomine and Power Metals dated
16 March 2022
("Offtake
Rights").
Winsome's acquisition of the Sale Securities is subject to the following conditions precedent:
Execution and delivery of a deed of assignment by Sinomine and Winsome in relation to the
Offtake Rights, effective from completion of Winsome's acquisition of the Sale Securities; and
Sinomine obtaining all necessary shareholder and regulatory and approvals and third-party
approvals and consents necessary to lawfully complete the matters set out in this Agreement.
It is expected that the Company's acquisition of the Sale Securities and the Offtake Rights will occur
on or about
2 December 2022
Winsome will utilize its existing cash reserve to fund the acquisition. This is consistent with the
Company's announcement dated
15 August 2022
, in which it is stated that, to the extent that
Winsome is presented with additional acquisition opportunities, Winsome's working capital will fund
the acquisition costs.
Winsome and Power Metals have commenced strategic discussions aimed at utilizing the resources
available to both Companies to facilitate the rapid development of the Case lake Project and build
upon the >
13,000m
of drilling already completed at the site to publish a maiden resource as soon as
possible. Additionally, the Companies are in negotiations regarding Winsome assuming the position
currently held by Sinomine on the Power Metals Board of Directors.
WINSOME RESOURCES MANAGING DIRECTOR CHRIS EVANS STATED
:
"This is an exciting opportunity for Winsome to expand its interests in the Canadian critical
minerals space and to enter the established mining province of
Ontario
, which neighbours
Quebec
.
"The Case Lake Project is located in relatively close proximity to a number of our assets, in
particular Mazerac and Decelles, with similar geological characteristics and strong drill results
showing high-grade caesium, lithium and tantalum mineralisation.
"The minerals are all in high demand within
North America
and the rights to the offtake agreement
are another positive step in the Winsome journey. We look forward to working with Power Metals to
assist in developing this impressive project"
Chairman & CEO,
Johnathan More
stated, "Power Metals is thrilled to welcome Winsome
Resources to the family. We look forward to jointly developing our tremendous Case Lake property.
Furthermore, we will also be providing more drill results from our ongoing drill program in the very
near future."
Case Lake Property
Case Lake Property is located 80 km east of
Cochrane
, northeastern
Ontario
close to the
Ontario
-
Quebec
border. Case Lake Property consists of 585 cell claims in Steele, Case, Scapa,
Pliny,
Abbotsford
and Challies townships, Larder Lake Mining Division. The Property is 10 km x 9.5
km in size with 14 identified tonalite domes. The Case Lake pegmatite swarm consists of six
spodumene dykes: North, Main, South, East and Northeast Dykes on the Henry Dome and the West
Joe Dyke on a new tonalite dome. The Case Lake Property is owned 100% by Power Metals Corp.
A National Instrument 43-101 Technical Report has been prepared on Case Lake Property and filed
on
July 18, 2017
.
About Power Metals Corp.
Power Metals Corp. is a diversified Canadian mining company with a mandate to explore, develop
and acquire high quality mining projects. We are committed to building an arsenal of projects in both
lithium and high-growth specialty metals and minerals. We see an unprecedented opportunity to
supply the tremendous growth of the lithium battery and clean-technology industries. Learn more at
www.powermetalscorp.com
ON BEHALF OF THE BOARD,
Johnathan More
, Chairman & CEO
Neither the 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 the
content of this news release.
No securities regulatory authority has either approved or disapproved of the contents of this news
release. The securities being offered have not been, and will not be, registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws,
and may not be offered or sold in the
United States
, or to, or for the account or benefit of, a "U.S.
person" (as defined in Regulation S of the U.S. Securities Act) unless pursuant to an exemption
therefrom. This press release is for information purposes only and does not constitute an offer to
sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction.
Cautionary Note Regarding Forward-Looking Information
This press release contains forward-looking information based on current expectations, including
the use of funds raised under the Offering. These statements should not be read as guarantees of
future performance or results. Such statements involve known and unknown risks, uncertainties
and other factors that may cause actual results, performance or achievements to be materially
different from those implied by such statements. Although such statements are based on
management's reasonable assumptions, Power Metals assumes no responsibility to update or
revise forward-looking information to reflect new events or circumstances unless required by law.
Although the Company believes that the expectations and assumptions on which the forward-
looking statements are based are reasonable, undue reliance should not be placed on the forward-
looking statements because the Company can give no assurance that they will prove to be correct.
Since forward-looking statements address future events and conditions, by their very nature they
involve inherent risks and uncertainties. These statements speak only as of the date of this press
release. Actual results could differ materially from those currently anticipated due to several
factors and risks including various risk factors discussed in the Company's disclosure documents
which can be found under the Company's profile on
www.sedar.com
.
This press release contains "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as
amended and such forward-looking statements are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. The TSXV has neither reviewed nor approved
the contents of this press release.
__________________________
1
See Power Metals (TSX-V: PWM) Announcements dated 8 September 2022, 13 October 2022 and 19 October 2022
SOURCE
POWER METALS CORP
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For further information:
Power Metals Corp., Johnathan More, 515-401-7479,
CO: POWER METALS CORP
CNW 08:00e 02-DEC-22