Wallbridge Enters into Term Sheet with Kirkland Lake Gold on Joint Venture of the Detour East Property Company to Focus on Expanding Fenelon Gold System
WALLBRIDGE MINING COMPANY LIMITED TSX: WM www.wallbridgemining.com
129 Fielding Road Lively ON P3Y 1L7 t: 705‐682‐9297 f: 1‐888‐316‐4156 e [email protected]
Wallbridge Enters into Term Sheet with Kirkland Lake Gold on Joint Venture of the Detour East
Property
Company to Focus on Expanding Fenelon Gold System
Toronto, Ontario – September 14, 2020 – Wallbridge Mining Compa ny Limited (TSX:WM) (“Wallbridge” or the
“Company”) today announced that it has entered into a non-binding term sheet (the “Term Sheet”) with respect to a joint
venture of its Detour East gold property (“Detour East” or the “Property”) with Kirkland Lake Gold Ltd. (TSX:KL)
(“Kirkland”). Under terms of this joint venture, Kirkland can earn a 75% inte rest in Detour East by making expenditures
totalling $35 million on the Property, as described below.
“This Term Sheet, and ultimate joint venture agreement, is stra tegic for Wallbridge as it allows the Company to focus on
fully-defining the size potential of our 100% owned Fenelon Gol d property (“Fenelon”) while at the same time advancing
exploration on Detour East located at the far west end of the v ery large land position Wallbr idge acquired through its
acquisition of Balmoral Resources Ltd. ( “Balmoral”),” stated Marz Kord, President & CEO of Wallbridge. “The
acquisition of Balmoral was primarily motivated by our belief t hat the Fenelon Gold system was larger than had been
defined at that time, and that it extended onto Balmoral’s grou nd immediately adjacent to our original Fenelon Gold
property. This belief has now been confirmed by our initial dri ll results west and south of Fenelon (see press release dated
September 8, 2020 ) and will be our immediate expl oration focus. In addition, nu merous other high priority targets on
other areas of the recently acquired Balmoral ground, including the area around the Martinière deposit, also deserve
exploration which Wallbridge will evaluate over the coming mont hs. Entering into a joint venture with Kirkland on the
Detour East will allow us to focus on the Fenelon gold system, and will bring us a high-qua lity partner with excellent
knowledge of the regional geology through its Detour Lake operations, located adjacent to Detour East.”
Under the terms of the Term Sheet, Wallbridge will grant Kirkla nd the option to acquire up to an undivided 50% interest
in the Property by funding phase 1 expenditures of $7.5 million over five (5) years (the “Phase 1 Expenditures”) with a
minimum commitment of $2.0 million in the first two years ($0.5 million by the first anniversary and $1.5 million by the
second anniversary of entering into a definitive joint venture agreement) (the “ Option”). During the Option period,
Kirkland shall have the right to act as Operator of the Property.
Upon satisfaction of the Option, Wallbridge and Kirkland shall have formed a joint venture (the “ Joint Ven ture”) on
Detour East with Kirkland acting as the operator of the Joint Venture (the “Operator”) to carry on operations with respect
to the Property.
Upon the formation of the Joint Venture, Kirkland will hold the right to acquire an additional 25% interest in the Property
by incurring additional expenditures of $27.5 million within th e first five (5) years of the formation of the Joint Venture
(“Second Stage Option Period”).
Upon Kirkland having incurred additional expenditures of $27.5 million during the Second Stage Option Period, Kirkland
shall have earned an undivided 75% interest in the Property. Th e deemed expenditures on the property shall be Kirkland
($35,000,000) and Wallbridge ($11,666,667). Following the compl etion of the Second Stage Option Period, any
additional funds required will be contributed by the Joint Vent ure parties based on their then proportional joint venture
interests. Should either Wallbridge or Kirkland (each a “ Party” and collectively the “ Parties”) elect not to fund a
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program, its Joint Venture interest will be diluted pro-rata. If a Party commits to fund a program, and fails to contribute its
share of the funding, that Party’s Joint Venture interest will be diluted at three times the pro-rata rate.
If either Party’s Joint Venture interest is reduced to 5% or le ss, that Party’s Joint Venture interest shall be automatically
converted to a 1% net smelter return royalty (the “NSR”) and th e Joint Venture shall be automatically terminated. The
surviving Party shall have a right of first offer with respect to the purchase or sale of the NSR by the non-surviving party.
Prior to September 30, 2020, the Parties shall diligently and i n good faith negotiate and enter into a definitive option
agreement including customary representations, warranties and c onditions. In addition to the entering into of definitive
agreements, completion of the t ransaction is conditional upon r eceipt of all required consents and regulatory approvals
including the approval of the respective Board of Directors of each party.
Figure 1. Regional Map of Wallbridge’s Land Package on the Detour-Fenelon Gold Trend
About Wallbridge Mining
Wallbridge is establishing a pipeline of projects that will sup port sustainable 100,000 ounce-plus annual gold production
as well as organic growth through exploration and scalability.
Wallbridge is currently advancing the exploration and developme nt of its 100%-owned Fenelon Gold Property, which is
located along the Detour-Fenelon Gold Trend, an emerging gold b elt in northwestern Québec with an ongoing, fully
funded 100,000-metre exploration drill program in 2020.
As announced on May 22, 2020, Wallbridge has completed the Plan of Arrangement whereby Wallbridge acquired all of
the issued and outstanding shares of Balmoral, in an all-stock transaction. The Balmoral transaction secures for
Wallbridge a buffer of several kilometres surrounding its rapid ly expanding Fenelon discovery providing room for
growth, as well as future mine de velopment flexibility. The transaction, along with a recent option agreement signed with
Midland Exploration, also significantly expands Wallbridge's la nd holdings in Québec along the Detour-Fenelon Gold
Trend (from 10.5 km 2 to over 900.0 km 2), improving Wallbridge's potential for further discoveries in this under-explored
belt.
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Wallbridge is also pursuing additional advanced-stage projects which would add to Wallbridge's near-term project
pipeline. Wallbridge is also the operator of, and a 17.8% share holder in, Lonmin Canada Inc., a privately-held company
with a large portfolio of nickel, copper, and platinum-group metals (PGM) projects in Ontario's Sudbury Basin.
For further information please visit Wallbridge's website at www.wallbridgemining.com or contact:
Wallbridge Mining Company Limited
Marz Kord, P. Eng., M. Sc., MBA
President & CEO
Tel: (705) 682-9297 ext. 251
Email: [email protected]
Victoria Vargas, B.Sc. (Hon.) Economics, MBA
Investor Relations Advisor
Email: [email protected]
This press release may contain forward-looking statements (including "forward-looking information" within the meaning of
applicable Canadian securities legislation and "forward-looking statements" within the meanin g of the US Private Securities
Litigation Reform Act of 1995) relating to , among other things, the operations of Wallbridge and the environment in which it
operates. Generally, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would",
"might" or "will be taken", "occur" or "be achieved". Wallbridge has relied on a number of assumptions and estimates in
making such forward-looking statements, including, without limitation, the costs associated with the development and operation of
its properties. Such assumptions and estimates are made in light of the trends and conditions that are considered to be relevant and
reasonable based on information available and the circumstances existing at this time. A number of risk factors may cause actua l
results, level of activity, performance or outcomes of such explor ation and/or mine development to be materially different from
those expressed or implied by such forward-looking statements including, without limitation, whether such discoveries will resu lt
in commercially viable quantities of such mineralized materials, the possibility of changes to project parameters as plans cont inue
to be refined, the ability to execute planned exploration and fu ture drilling programs, the need for additional funding to cont inue
exploration and development efforts, changes in general economic, market and business conditions, and those other risks set forth
in Wallbridge's most recent annual information form under the heading "Risk Fact ors" and in its other public filings. Forward-
looking statements are not guarantees of future performance and such information is inherently subject to known and unknown
risks, uncertainties and other factors that are difficult to predict and may be beyond the control of Wallbridge. Although
Wallbridge has attempted to identify important risks and factors that could ca use actual actions, events or results to differ
materially from those described in forwar d-looking statements, there may be other fa ctors and risks that cause actions, events or
results not to be as anticipated, estimated or intended. Consequently, undue reliance should not be placed on such forward-looking
statements. In addition, all forward-looking statements in this press release are given as of the date hereof.
Wallbridge disclaims any intention or obligation to update or revi se any forward-looking statements, whether as a result of new
information, future events or otherwise, save and except as may be required by appli cable securities laws. The forward-looking
statements contained herein are expressly qualified by this disclaimer.