Noble Mineral to sell properties to Canada Nickel

Apr 22, 2021

2021-04-22 09:26 ET – News Release

Mr. Vance White reports

NOBLE ENTERS A TRANSACTION WITH CANADA NICKEL TO VEND NICKEL PROSPECTS

Noble Mineral Exploration Inc. has entered into a binding letter of intent with Canada Nickel Company Inc. to vend the properties previously optioned to Canada Nickel, plus additional claims held by Noble. Under the terms of the transaction, Noble and Canada Nickel will terminate the current option and joint venture agreements with Canada Nickel acquiring 100 per cent of the applicable property rights or claims, in return for 3.5 million common shares of Canada Nickel. Following the closing, Noble anticipates distributing substantially all of those Canada Nickel shares to Noble’s shareholders as an in-kind dividend, based on a record date to be established postclosing.

Vance White, president and chief executive officer of Noble, said: “This acquisition effectively consolidates all of the key nickel targets within Noble’s Project 81 land package with Canada Nickel, which is led by Mark Selby and his well-recognized team of experts in the nickel industry. It will allow Noble to focus on the multiple gold/VMS targets in its remaining substantial land package. The anticipated postclosing dividend of approximately 3.5 million Canada Nickel shares to the Noble shareholders, which are valued at more than $11-million based on current market value, would provide Noble’s shareholders with a direct interest in not only the option properties but also the main Crawford nickel deposit on which we expect additional drill hole results to be reported and a PEA in the very near term. Noble will retain a 2-per-cent NSR (subject to buyback terms) on the staked mining claims in Mahaffy, MacDiarmid and Bradburn townships, except a smaller number of claims acquired by Noble in 2021. Further, the transaction will eliminate the need for Noble carry out any downstream financing in order to maintain a joint venture interest in the properties that would be sold. Even after completion of the transaction and distribution of 3.5 million Canada Nickel shares, Noble would retain more than two million shares of Canada Nickel acquired in 2020 when the Crawford nickel project was sold to Canada Nickel.”

Transaction summary

Under the terms of the binding letter of intent, Canada Nickel has agreed to issue 3.5 million of its common shares to Noble in return for:

A 100-per-cent interest in the previously optioned claims (see press releases dated May 12, 2020, and Feb. 17, 2021) plus additional claims, including Noble’s prospective Bradburn/Dargavel property.
The right to repurchase 1 per cent (half) of the 2-per-cent royalty held by Noble in respect of certain properties that would be subject to a royalty held by Noble, for a repurchase price of $1.5-million per property if repurchased during the one-year period after closing, increasing to $2.5-million per property if repurchased during the second year after closing, and increasing to $5-million per property if repurchased after such second year after closing.

The transaction, as well as any distribution by Noble of shares of Canada Nickel, are subject to completion of definitive agreements and approval from the TSX Venture Exchange, as well as compliance with legal and regulatory requirements.

About Noble Mineral Exploration Inc.

Noble Mineral Exploration is a Canadian-based junior exploration company which, in addition to its shareholdings in Canada Nickel Company Inc., Spruce Ridge Resources Ltd. and MacDonald Mines Exploration Ltd., and its interest in the Holdsworth gold exploration property in the area of Wawa, Ont., holds approximately 72,000 hectares of mineral rights in the Timmins-Cochrane areas of Northern Ontario known as Project 81. Project 81 hosts diversified drill-ready gold, nickel-cobalt and base metal exploration targets at various stages of exploration.

We seek Safe Harbor.

https://noblemineralexploration.com/