Laz Nikeas, CEO of Battery, stated: “We are pleased to enter into this transaction for our shareholders, which delivers approximately $6.0 million in value along with a 3.0% NSR royalty. The transaction allows us to realize the value of the silver residuals and includes an upside royalty to provide continued exposure to the asset. Upon completion of this transaction, we will become shareholders of Nord and will continue to support and encourage their efforts.”
Transaction overview
Under the purchase agreement, Nord has agreed to purchase the company’s four mining leases (LEA-109391 – LEA109394), including the Gowganda silver tailings project, on an “as-is-where-is” basis for the following consideration:
- $1,000,000 cash on closing date;
- $1,250,000 worth of Nord shares at the closing date at an assumed price equal to $0.284 per share;
- a 3.0% net smelter returns royalties on the Gowganda silver tailings project; And
- deferred consideration of $1,250,000 on each of the first, second and third anniversaries of the closing date of the Transaction (the “Deferred consideration“) for a total deferred compensation of $3,750,000.
At Nord’s option, up to 50% of any deferred compensation may be settled in Nord common shares at an assumed price per share equal to the greater of: (i) the 25-day volume weighted average trading price per Nord common share on the TSX Venture Exchange (the “TSXV“) ending on the last trading day prior to the applicable settlement date, and (ii) the minimum price permitted by the TSXV. The Nord common shares to be received by the Company will be subject to a statutory hold period of four months and one day from the date of issuance.
The transaction is an arm’s length transaction for the Company and no discovery fees are payable in connection with the Transaction. The closing of the Transaction is subject to certain closing conditions, such as the conditional approval of the TSXV. The transaction is expected to close in mid-January 2026.
About Battery Mineral Resources Corp.
Battery operates the Punitaqui Mining Complex, a historic copper, gold and silver mine in the Coquimbo region of Chile. The company’s portfolio also includes the 100% ownership of ESI Energy Services Inc. and North American mineral exploration assets. The company aims to provide shareholders with greater exposure to copper and the global trend of electrification, while simultaneously focusing on growth through cash flow, exploration and acquisitions in favorable mining jurisdictions. More information about BMR and its projects can be found at www.bmrcorp.com.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
Forward-Looking Statements
This press release contains certain “forward-looking statements” under applicable securities laws. Forward-looking statements in this press release include, but are not limited to, statements regarding the proposed transaction, the expected benefits of the transaction and the proposed closing date of the transaction. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the Company’s beliefs, opinions and projections as of the date the statements are made and are based on a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements, and the parties have made assumptions and estimates based on or related to many of these factors. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to publicly update or otherwise revise any forward-looking statements contained herein, whether as a result of new information or future events or otherwise, except as required by law. For more information about the risks, please refer to the risk factors discussed in the Company’s most recent management discussion and analysis filed on SEDAR+.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/279421
#Battery #Mineral #Resources #announces #sale #Gowganda #claims #Nord #Precious #Metals