Wealth Management to Host Conference Call Provides Update on Spin-Out of Copper Subsidiary
Suite 2300 – 1177 West Hastings Street, Vancouver, BC Canada V6E 2K3
Tel 604.331.0096 Fax 604.408.7499 www.wealthminerals.com
NR19-11 April 4, 2019
Wealth Management to Host Conference Call
Provides Update on Spin-Out of Copper Subsidiary
FOR IMMEDIATE RELEASE....Vancouver, British Columbia: Wealth Mi nerals Ltd.
(the “Company” or “Wealth”) - (TSXV: WML; OTCQX: WMLLF; SSE: WMLCL; Frankfurt:
EJZN) announces a conference call with management to discuss th e Company’s current
operations, recently announced news on Atacama and the National Mining Company of Chile
(“ENAMI”), and future development plans.
The call will be hosted by Hendrik Van Alphen (CEO) and Tim McC utcheon (President) on
Tuesday, April 9 th, 2019 at 1:15 pm Pacific Standard Time (4:15 pm Eastern Standa rd time).
Dial-in numbers are as follows:
Dial-In (Toll-Free US & Canada): +1 866-373-3402
Dial-In (International): +1 201-689-7825
There is no access code.
Webcast URL (archived for 6 months):
https://78449.themediaframe.com/dataconf/productusers/wml/mediaframe/29582/indexl.html
Copper Spin-out Update
Wealth previously announced the spin-out of its newly-formed copper subsidiary (see news release
dated December 4, 2018). As initially announced, Wealth intended to spin-out to shareholders its
ownership interest in a wholly-owned, British Columbia subsidiary, Wealth Copper Inc. (“Wealth
Copper”) in the spring of 2019, with the intent of listing Wealth Cop per on the TSX Venture
Exchange (the “TSXV”). Wealth’s management has subsequently determined that it is in the best
interests of the Company to delay the spin-out of Wealth Copper to a future date for various
reasons, including the time and expense of obtaining the requisite court approval for the proposed
arrangement needed to distribute the shares of Wealth Copper to shareholders of the Company in
the United States.
Henk Van Alphen, Wealth’s CEO, said, “When initially proposed, the copper spin-out opportunity
was identified as having treme ndous potential to provide value to shareholders. Given the cost
and time involved, management is now of the opinion that greate r value to shareholders can be
achieved by Wealth maintaining an interest in Wealth Copper and participating in the future
exploration and possible development of the Escalones and Cristal projects.”
Wealth Minerals Ltd. - 2 - April 4, 2019
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Escalones Project
In connection with the decision to delay the spin-out of Wealth Copper, Wealth has entered into
an amended and restated letter of intent (the “ Amended TMI LOI”) with TriMetals Mining Inc.
(“TMI”) that replaces a previous letter of intent dated November 30, 2018. Under the terms of
the Amended TMI LOI, Wealth, through Wealth Copper, would acqui re 100% of TMI’s interest
in and to the mineral exploitation and exploration concessions and related assets and liabilities that
comprise the Escalones copper-gold porphyry project (the “Escalones Project”) covering an area
of 161 km 2 located 97 km southeast of Santiago, Chile (the “ Escalones Transaction ” ) . A s
consideration, Wealth Copper would deliver 25 million common sh ares in the capital of Wealth
Copper (each, a “Wealth Copper Share”) to TMI and make certain cash payments to TMI. The
25 million Wealth Copper Shares held by TMI, together with the 25 million shares that Wealth
would hold, would collectively re present 100% of the issued and outstanding Wealth Copper
Shares (a total of 50 million), excluding any Wealth Copper Shares issued in connection with the
Concurrent Financing (as defined below). The parties have agre ed that TMI's ownership interest
in the Resulting Issuer will not be less than 30% immediately a fter giving effect to the Going-
Public Transaction and the Concurrent Financing.
It is a condition of the closing of the Escalones Transaction that Wealth Copper will have entered
into a letter of intent with a TSXV listed issuer (“ ListedCo”; and after the closing of the Going-
Public Transaction, the “ Resulting Issuer ”) in respect of a reverse takeover transaction
(the “Going-Public Transaction ”), whereby ListedCo will acquire all of the issued and
outstanding Wealth Copper Shares by way of amalgamation, share exchange, arrangement or
similar transaction and continue the business of Wealth Copper in exchange for the issuance of
common shares in the capital of ListedCo to the Wealth Copper s hareholders on a one (1) for
one (1) basis. It is also the intention of the parties that concurrently with or prior to the closing of
the Going-Public Transaction, private placement financings by e ither Wealth Copper and/or
ListedCo will be completed in the aggregate amount of at least CAD $5,000,000 (the “Concurrent
Financing”).
Under the terms of the Amended TMI LOI, Wealth Copper would be required to make the
remaining payments outlined below to exercise an option on 19 e xploitation concessions that
comprise 46 km 2 of the Escalones Project which are the subject of an option agr eement dated
February 26, 2004, as amended on June 23, 2017, entered into by a wholly-owned subsidiary of
TMI (“TMI Chile”), with a third party vendor for a 100% interest in and to the concessions as
follows:
Date
Cash Payment
(USD)
June 30, 2019 $400,000
June 30, 2020 $500,000
June 30, 2021 $500,000
June 30, 2022 $3,000,000
Total Remaining Payments $4,400,000
In addition to the CAD $150,000 deposit paid to TMI under the i nitial letter of intent, Wealth
Copper would be required to make cash payments to TMI of CAD $3 50,000 upon the closing of
the Concurrent Financing; and make an additional cash payment of CAD $500,000 at the 12-month
Wealth Minerals Ltd. - 3 - April 4, 2019
NR19-11– Continued
anniversary of the closing of the Concurrent Financing. TMI wi ll also be granted the right to
participate in certain future equity financings to allow TMI to maintain its pro rata ownership
interest in the equity capital of the Resulting Issuer. Additionally, for so long as Wealth and TMI
holds at least 20% of the issued and outstanding shares of the Resulting Issuer, each of Wealth and
TMI will have the right to nominate one (1) director to the boa rd of directors of the Resulting
Issuer.
The Escalones Transaction is subj ect to certain conditions, inc luding (i) the completion of the
Concurrent Financing, (ii) satisfactory completion of due dilig ence by Wealth and TMI, (iii) the
approval of the Toronto Stock Exchange (the “ TSX”) and the TSXV, as applicable, and (iv) the
approval of the board of directors of each of Wealth and TMI and their Chilean subsidiaries.
Cristal Project
Wealth also announces that, through Wealth Copper, it has enter ed into a definitive assignment
and assumption agreement (the “ Assignment Agreement ”) with New Energy Metals Corp.
(“ENRG”), whereby ENRG and its wholly-owned Chilean subsidiary (“ ENRG Chile”) will
assign and transfer to Wealth Copper all of its rights, title, benefit and interest in and to a unilateral
option to purchase mining concessions agreement dated August 4, 2 0 1 7 ( t h e “Cristal Option
Agreement”) and the option thereunder (the “Cristal Option”) to acquire a 100% interest in and
to the mineral exploitation con cessions comprising the Cristal copper project, located in Region
XV of Arica and Parinacota, Chile (the “ Cristal Project”). In consideration for the assignment
under the Assignment Agreement, Wealth Copper will deliver to E NRG 50,000 fully-paid and
non-assessable common shares in the capital of Wealth and if Wealth Copper exercises the option
under the Cristal Option Agreement, grant to ENRG Chile an init ial 30% participating interest in
the Cristal Project (and the resulting joint venture), with Wea lth Copper holding the remaining
70% interest in the Cristal Project. Pursuant to the Assignmen t Agreement, Wealth Copper has
also agreed to assume the obligations and liabilities of ENRG under the Cristal Option Agreement,
including making the remaining payments outlined below to exerc ise the Cristal Option for the
Cristal Project in full:
Date
Cash Payment
(USD)
February 4, 2019 $50,000 (paid)
August 4, 2019 $200,000
August 4, 2020 $500,000
August 4, 2021 $700,000
August 4, 2022 $3,000,000
Total Remaining Payments $4,450,000
Wealth will be responsible for all exploration costs and activities during the Cristal Option period.
There are no minimum exploration commitments during the Cristal Option period. ENRG has
agreed to deal exclusively with Wealth during the due diligence period. The underlying owner of
the Cristal Project retains a 3% net smelter returns (“ NSR”) royalty, in respect of which Wealth
Chile would have the right of first offer to buy 2% of the NSR royalty for the price of at least USD
$2 million per percent point, if the underlying owner decided to sell, assign, transfer or dispose of
the NSR royalty by. In addition, there is also an existing 1% NSR royalty in favour of Condor
Resources Inc. that can be repurchased in its entirety upon a payment of USD $1,000,000.
Wealth Minerals Ltd. - 4 - April 4, 2019
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About Wealth Minerals Ltd.
Wealth is a mineral resource company with interests in Canada, Mexico, Peru and Chile. The
Company’s main focus is the acquisition and development of lith ium projects in South America.
To date, the Company has positioned itself to develop the Ataca ma Project alongside existing
producers in the prolific Atacama region, where the Company has a substantial licenses package.
The Company has also positioned itself to play a role in asset consolidation in Chile with various
lithium properties throughout the country.
Lithium market dynamics and a rapidly increasing metal price are the result of profound structural
issues with the industry meeting anticipated future demand. Wea lth is positioning itself to be a
major beneficiary of this future mismatch of supply and demand. The Company also maintains
and continues to evaluate a portfolio of precious and base metal exploration-stage projects.
For further details on the Compa ny readers are referred to the Company’s website
(www.wealthminerals.com) and its Canadian regulatory filings on SEDAR at www.sedar.com.
On Behalf of the Board of Directors of
WEALTH MINERALS LTD.
“Hendrik van Alphen”
Hendrik van Alphen
Chief Executive Officer
For further information, please contact: Marla Ritchie
Phone: 604-331-0096 Ext. 3886 or 604-638-3886
E-mail: [email protected]
Neither 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.
Cautionary Note Regarding Forward-Looking Statements
This news release and the investor conference call contains or will contain forward-looking statements and forward-
looking information (collectively, “forward-looking statements”) within the meaning of applicable Canadian and U.S.
securities legislation, including the United States Private Securities Litigation Reform Ac t of 1995. All statements,
other than statements of historical fact, included herein or in the investor conference call including, without limitation,
anticipated exploration program results from exploration activities, the Company’s expectation that it and Wealth
Copper will be able to complete the Escalones Transaction and the Going-Public Transaction or enter into agreements
to acquire interests in additional mineral properties, including the definitive agreements with respect to the Amended
TMI LOI, anticipated future dealings with ENAMI, the discovery and delineation of mineral
deposits/resources/reserves, the closing and amount of the Concurrent Financing, and the anticipated business plans
and timing of future activities of the Company and Wealth Copper, are forward-looking statements. Although the
Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to
be correct. Forward-looking statem ents are typically identified by word s such as: “believes”, “expects”,
“anticipates”, “intends”, “estimates”, “plans”, “may ”, “should”, “would”, “will”, “potential”, “scheduled” or
variations of such words and phrases and similar expressions, which, by their nature, refer to future events or results
that may, could, would, might or will occur or be taken or achieved. In making the forward-looking statements in this
news release, the Company has applied several material assumptions, including without limitation, that it will be able
to negotiate and enter into the definitive agreements for the acquisition of the Escalones Project and the Going-Public
Transaction, and that it will obtain TSX and TSXV acceptance and the required corporate approvals of same, that
there will be investor interest in the Concurrent Financing, market fundamentals will result in sustained lithium,
Wealth Minerals Ltd. - 5 - April 4, 2019
NR19-11– Continued
vanadium and precious metals demand and prices, the receipt of any necessa ry permits, license s and regulatory
approvals in connection with the future development of the Company’s Chilean project s in a timely manner, the
availability of financing on suitable terms for the development, construction and continued operation of the
Company’s projects and the Company’s ability to comply with environmental, health and safety laws.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company and Wealth Copper to differ materially from any future
results, performance or achievements expressed or implied by the forward-looking information. Such risks and other
factors include, among others, operating and technical difficulties in connection with mineral exploration and
development activities, actual results of exploration activities, including on the Escalones Project and the Cristal
Project, the estimation or realization of mineral reserves and mineral resources, the fact that all or some of the
Company’s interests in the Escalones Project and the Cristal Project are only options and there is no guarantee that
such interests, if earned, will be certain, the timing and amount of estimated future production, the costs of production,
capital expenditures, the cost s and timing of the development of new de posits, requirements fo r additional capital,
future prices of lithium and copper, changes in general economic conditions, changes in the financial markets and in
the demand and market price for commodities, lack of investor interest in the Concurrent Financing, accidents, labour
disputes and other risks of the mining industry, delays in obtaining governmental approvals, permits or financing or
in the completion of development or construction activities, changes in laws, regulations and policies affecting mining
operations, title disputes, the inability of the Company, Wealth Copper, TMI, ListedCo and ENRG as applicable, to
obtain any necessary permits, consents, approvals or authorizations, including acceptance by the TSX and TSXV, as
applicable, required for the filing of the definitive agreements for the Escalones Transaction, the Concurrent
Financing, the Going-Public Transaction and the Assignment Agreement , the timing and possible outcome of any
pending litigation, environmental issues and liabilities, and risks related to joint venture operations, and other risks
and uncertainties disclosed in the Company’s latest interim Managements’ Discussion and Analysis and filed with the
Canadian Securities Authorities. All of the Company’s Canadian public disc losure filings may be accessed via
www.sedar.com and readers are urged to review these materials, including the technical reports filed with respect to
the Company’s mineral properties.
Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no
obligation to update any of the forward-looking statements in this news release or incorporated by reference herein,
except as otherwise required by law.