April 3, 2024 (Source) — Panther Metals PLC (LSE:PALM) the company focused on mineral exploration in Canada, is pleased to note the Fulcrum Metals PLC (“Fulcrum”, LON: FMET) announcement that it has entered into a letter of intent with Terra Balcanica Resources Corp for the sale of Fulcrum’s Saskatchewan uranium projects.
Panther currently holds a total of 9,971,839 ordinary shares in Fulcrum representing a 19.99% interest in the entire issued share capital of Fulcrum, plus 714,286 warrants exercisable at 17.5p with a two-year life from 14 February 2023 and a further 476,190 warrants exercisable at 26.25p with a three-year life. Panther also retains a 2% net smelter return royalty over the Big Bear Project.
CEO, Darren Hazelwood, commented:
“I congratulate Ryan and his team in getting this deal to the letter of intent stage. The indication within Fulcrum’s announcement is an expected completion by the 1st May providing some insight into a positive and progressive working relationship with the purchaser and I look forward to its completion.
Fulcrum continue to advance and grow as a company and the proposed divestment of its uranium portfolio on terms that allow the business to benefit from upside is encouraging. This streamlining of its assets provides the business with additional capacity at an exciting time in its development as the team focus on delivering via its tailings business.”
Fulcrum News Summary
Fulcrum Metals have entered into a non-binding Letter of Intent (“LOI”) with Terra Balcanica Resources Corp. (CNSX: TERA) (“Terra” or the “Optionee”), a mining explorer with projects in Bosnia and Herzegovina and Serbia. Pursuant to the LOI, Terra, through an Option Agreement (the “Option Agreement”), will be granted the option to acquire a 100% interest in Fulcrum’s uranium projects (the “Uranium Projects”) located in Saskatchewan, Canada.
Terra will have the option to acquire the Uranium Projects, consisting of the Charlot-Neely, Fontaine Lake, Snowbird and South Pendleton projects by completing four years of exploration programmes and making a series of cash and equity payments as outlined below:
| Cash to Fulcrum | Value of Shares in Terra to Fulcrum | Exploration Expenditures required by Terra | |
| Payment to Fulcrum for exclusivity on execution of signing the letter of intent | CA$7,500 | ||
| Payment to Fulcrum on closing of Option Agreement | CA$25,000 less CA$7,500 exclusivity agreement | CA$250,000 | Complete minimum work expenditures totalling CA$3,250,000Prior to fourth anniversary of the Option Agreement |
| Year 1 | CA$50,000 | CA$350,000 | |
| Year 2 | CA$75,000 | CA$500,000 | |
| Year 3 | CA$75,000 | CA$650,000 | |
| Year 4 | CA$75,000 | CA$1,250,000 | |
| Total | CA$300,000 | CA$3,000,000 | CA$3,250,000 |
The new shares in Terra that could be issued to Fulcrum under the terms of the Option Agreement will be issued at the 10-day Volume Weighted Average Price (“VWAP”) prior to the date of issuance. The shares issued to Fulcrum on closing of the Option Agreement will be capped at CA$0.065 per share, pre-consolidation by Terra.
In addition, and following the exercise of the option, Fulcrum will retain a 1 per cent. Net Smelter Return (“NSR”) royalty on all claims with a buydown option of 0.5 percent NSR for CA$1 million. As part of the Option Agreement, and for terminating the existing agreement (the “Prior Agreement”) between Fulcrum and Global Energy Metals Corp. (“Global Energy”), (details of which were announced by Fulcrum on 30 January 2024), Global Energy will be compensated with CA$150,000 to be satisfied through the issue of new shares in Terra on the closing of the Option Agreement and a 0.5 per cent. NSR on all claims.
Completion of the transaction outlined in the LOI is conditional on the completion of due diligence, Board approval by Fulcrum and Terra, receipt of all required third party consents and execution of the Definitive Option Agreement. The Company anticipates the completion of the definitive agreement to take place by 1st May 2024.
The LOI is non-binding and sets out the intention of both parties to enter into a definitive agreement on the terms set out in the LOI, the key terms of which are summarised in this announcement. There can be no guarantee that a definitive agreement in relation to the Option Agreement will be entered into nor that the terms will be the same as set out in the LOI and this announcement.
Addition terms of the LOI
| Orderly Sales Agreement | Fulcrum will agree to orderly sales provisions with respect to its equity interest in Terra |
| Dunn Option* | The Option Agreement will include a covenant by Fulcrum to maintain the Dunn Option in good standing, and to exercise the Dunn Option and acquire a 100% interest in the properties included in the Uranium Projects that are subject to the Dunn Option. |
| Governing Law | The Option Agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia, and the federal laws of Canada. |
* Certain claims comprising properties that are owned by Gary Clayton Dunn and Jonathan Stewart Dunn who granted an option to acquire a 100% interest in them to Fulcrum pursuant to a mining option agreement
Ryan Mee, Chief Executive Office of Fulcrum, commented:
“We have experienced significant interest from third parties over our uranium assets in Saskatchewan and are pleased to be able to announce the signing of this non-binding LOI with such a strong operational partner in Terra to apply their technical expertise to advance these Uranium projects. The completion of the option agreement will facilitate four years of exploration on these highly prospective licence areas, at a time when uranium prices, driven by the energy transition, continue to rise.
The terms outlined in the LOI, and consequent Option Agreement will enable Fulcrum shareholders to benefit from the potential upside of these projects, via the net smelter royalty and Terra shares, whilst providing Fulcrum with an injection of cash which we can use to advance other projects.”
“At Fulcrum we are fortunate to have an outstanding team and this agreement not only endorses the strategy deployed by Fulcrum but is an important step for Fulcrum to execute the next stage of the strategy with a clear focus on gold, and in particular more so on gold tailings and mine waste in Ontario.
The gold tailings and mine waste in Ontario combines established mining jurisdiction with low discovery risk, and potential for earlier cash-flow opportunities. Teck-Hughes is Fulcrum’s first gold tailings project, located in Kirkland Lake, Ontario for which sampling was complete in January and testing is underway at Extrakt Process Solutions testing facility. In addition to this the company is working on a framework with Extrakt Process Solutions and their alliance partners including Bechtel Corporation on licensing opportunities in Ontario.
Fulcrum has significant opportunities opening up, and I look forward to updating the market at the appropriate time as we progress these.”
Further information and the release in full please visit: www.fulcrummetals.co.uk
For further information please contact:
Panther Metals PLC:
Darren Hazelwood, Chief Executive Officer: +44(0) 1462 429 743
+44(0) 7971 957 685
Brokers:
Tavira Financial Limited
Christopher James Kipling +44(0) 203 833 3743
SI Capital Limited
Nick Emerson +44(0) 1438 416 500
Axis Capital Markets Limited
Ben Tadd
Lewis Jones +44 (0)20 3026 0449
Notes to Editors
Panther Metals PLC is an exploration company listed on the main market of the London Stock Exchange. Panther is focussed on the discovery of commercially viable mineral deposits. The Company’s operational focus is on established mining jurisdictions with the capacity for project scalability. Drill targets are assessed rapidly utilising a combination of advanced technologies and extensive geological data to decipher potential commercial viability and act accordingly. Panther’s current geological portfolio comprises of three highly prospective properties in Ontario, Canada while the developing investment wing focuses on the targeting of nickel and gold in Australia.
Obonga Project
Panther Metals acquired the Obonga Greenstone Belt in July 2021 and have already identified five prospective primary targets: Wishbone, Awkward, Survey, Ottertooth and Silver Rim. A successful Phase 1 drilling campaign at Wishbone in Autumn 2021 revealed the presence of significant VMS-style mineralised systems on the property – the first such discovery across the entire greenstone belt. Intercepts include 27.3m of massive sulphide in hole one, and 51m of sulphide-dominated mineralisation in hole two. Both drill holes contained multiple lenses. Anomalous high-grade copper in lake sediment close to the target area has also been identified, increasing confidence in the prospectivity of the location.
Awkward is a highly anomalous magnetic target, interpreted to be a layered mafic intrusion and magmatic conduit based on mapped geology and airborne geophysics. Historic sampling in the area returned anomalous platinum and palladium (Pt, Pd) values, while historic drilling on the periphery of the target intersected non-assayed massive sulphide and copper (assumed to be chalcopyrite), non-assayed disseminated pyrite and chalcopyrite in coarse gabbro, and non-assayed ‘marble cake’ gabbro (matching the description of the Lac des Iles Mine varitexture gabbro ore zone).
Two additional named targets, Survey and Ottertooth, both displays further coincident magnetic and electromagnetic anomalies and are adjacent to the contact between intrusive and extrusive mafic rocks. Historic drilling at Survey intersected several meters of massive sulphides in multiple intersections (main parts of the anomaly remain untested) while Ottertooth remains untested in its entirety.
Dotted Lake Project
Panther Metals acquired the Dotted Lake Project in July 2020, it is situated approximately 16km from Barrick Gold’s renowned Hemlo Gold Mine. An extensive soil programme conducted in 2021 identified numerous gold and base metal targets, all within the same geological footprint. Following the installation of a new trail providing direct access to the target location, an initial drilling programme in Autumn 2021 confirmed the presence of gold mineralisation within this system with anomalous gold continuing along strike and present within the surrounding area.
Manitou Lakes Project
The Manitou Lakes gold project is located approximately 300km’s east of Thunder Bay, Ontario and covers a total area of around 98sq km’s.
There are over 200 known gold occurrences on the Manitou Lakes project area with the wider Eagle/Manitou Lakes greenstone belt hosting numerous historic gold producers and is prospective for Archean age orogenic gold and associated base metal deposits.
Exploration work conducted by Shear Gold on the Project to date has identified numerous gold bearing structures and favourable geological host rocks through early-stage mapping and surface sampling. The work has focussed on two target areas, being the West Limb Gold Property and the Glass Reef Gold Property, both of which host historic gold mines which have never been systematically explored using modern techniques or drill tested
Fulcrum Metals Plc
Fulcrum Metals PLC (LON: FMET) is an AIM listed exploration company which finances and manages exploration projects focused on Canada, widely recognised as a top mining jurisdiction.
FMET currently holds a beneficial 100% interest in highly prospective gold and base metals projects in Ontario and Uranium projects in Saskatchewan.
Fulcrum’s strategy is to focus on discovery and commercialisation of its Projects through targeted exploration programmes. The primary focus is to make an economic discovery on the flagship Schreiber-Hemlo Properties and establishing the prospectivity of its wider Ontario and Saskatchewan portfolio with a view to securing potential joint venture and/or acquisition interest.
Panther Metals Plc own 20% of the issued share capital of Fulcrum Metals Plc and a 2% NSR on the Big Bear project.
Panther Metals Australia
Following the listing of Panther Metals’ Australian assets on the Australian Securities Exchange (“ASX”) in December 2021. The ASX listing has provided the Australian projects with the necessary capital to advance drill-ready targets focused on nickel and gold (within the Tier 1 Mining Districts of Laverton WA and in the NT). Through this spin-out Panther holds an attractive investment prospect, without any disruption to the Company’s capital structure and without any financial obligations.
Conclusion
Panther Metals understand that the commercial realities of building an exploration company requires expertise in geology, finance, and the markets within which they operate. The Company’s extensive network of industry leaders allows it to meet these objectives. Ultimately however, drilling success is the only route to discovery: the fundamental objective of any exploration company. Once Panther’s world-class geological team identify the anomalies, they work hard to get drilling. The drill hole is the only place where substantial and sustained capital growth originates and it’s with that operational focus Panther Metals will continue to advance.
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