York Harbour closes acquisition of Bottom Brook

Jan 31, 2023

2023-01-31 13:31 ET – News Release

Mr. Bruce Durham reports

YORK HARBOUR METALS SUCCESSFULLY CLOSES ACQUISITION OF RARE EARTH ELEMENTS MINERAL PROPERTY IN WESTERN NEWFOUNDLAND

Further to its previous news release on Dec. 21, 2022, the TSX Venture Exchange has provided approval to and York Harbour Metals Inc. has successfully closed the acquisition of all the issued and outstanding shares of Newbay Mining Corp. pursuant to the letter agreement among the company, Newbay and all of Newbay’s shareholders (collectively, the vendors) and acquired the rare earth elements mineral property in western Newfoundland, Canada, known as the Bottom Brook property. At closing, the parties signed an addendum to the agreement which revised schedule “A” to include the most recent description of the property, comprising 18 licences and 614 mineral claims.

Pursuant to the terms of the agreement, York has acquired all the issued and outstanding securities of a newly amalgamated corporation, continuing under the name of Newbay and resulting from the vertical amalgamation of Newbay and its wholly owned subsidiary 2802903 Ontario Ltd., which held 100 per cent of the interest in the property. As consideration for the acquisition, the company has paid a $100,000 cash deposit to be used for licence fees to keep the property in good standing and issued an aggregate 5,081,293 common shares at a deemed price of 49.2 cents per compensation share, equal to the five-day volume-weighted average price per share calculated for the period 10 business days prior to closing, representing total compensation of $2.5-million settled by the issuance of 5,081,293 compensation shares to the vendors on a pro rata basis. Upon closing of the acquisition, Newbay is the 100-per-cent holder of the property and wholly owned subsidiary of York.

The property is subject to a 3-per-cent net smelter return royalty payable to the vendors, with York retaining the right to buy back 2 per cent of the NSR for an aggregate payment of $1.5-million. All 5,081,293 compensation shares issued by the company are subject to a four-month statutory hold period. No finders’ fees were paid in connection with the acquisition and no new insiders or control persons were created.

Bruce Durham, president and chief executive officer, commented: “Two thousand twenty-three is shaping up to be a busy and extremely exciting year for York Harbour in western Newfoundland. We will shortly be announcing the restart of drilling operations at the York Harbour copper-zinc project which will focus on newly identified target areas and extending the footprint of copper-zinc mineralization in the main mine area. Today’s announcement of the closing of the transaction on the Bottom Brook rare earth project provides us with another critical metals project, the only one of its kind on the island of Newfoundland. In the coming weeks we will be providing regular updates on plans and progress on this large-scale, very underexplored rare earth element project that boasts excellent logistics, an important factor in any potential mine development. With the closing of the transaction to secure 100-per-cent interest in the Bottom Brook project we can now commence technical investigations, some initial fieldwork and make plans for a significant spring field program to define initial drill targets.”

Mr. Durham continued: “We know the property hosts very high-grade rare earth assays from both surface samples and historic drill core; there is a very large area of favourable geology and there is potential to use modern techniques to define drill targets quickly. With industry and governments now focused on defining new non-Chinese sources of rare earths with excellent infrastructure in stable jurisdictions, this project is exactly what people are looking for.”

Qualified person

Mr. Durham, PGeo, is a qualified person, as that term is defined by Canadian regulatory guidelines under National Instrument 43-101, and has read and approved the technical information contained in this news release.

About York Harbour Metals Inc.

York Harbour Metals (formerly Phoenix Gold Resources) is an exploration and development company focused on the 100-per-cent-owned York Harbour copper-zinc-silver project, a mineral property located approximately 27 kilometres from Corner Brook, Nfld. The company plans to continue drilling the strike and depth extents of the Main mine area and test the other massive sulphide targets, like the No. 4 Brook showing, while focusing on gaining access to the 400-level and sea-level adits.

We seek Safe Harbor.

https://yorkharbourmetals.com/