Wallbridge Mining Company Limited (TSX: WM, OTCQB:
WLBMF) (“
Wallbridge” or the
“
Company”) announced today that it has acquired
1,487,500 units (each, a “
Unit”) of NorthX Nickel
Corp. (formerly Archer Exploration Corp.)
(“
Archer”) (CSE:NIX) (“
NorthX”)
at a price of $0.24 per Unit for a total purchase price of
$357,000, by way of non-brokered private placement (the
“
Offering”).
Each Unit is comprised of one common share
(each, a “Common Share”) and one common share
purchase warrant of NorthX (each, a “Warrant”).
Each Warrant entitles the holder thereof to acquire one Common
Share at a price of $0.36 at any time during the 36-month period
following the closing of the Offering. The Warrants are subject to
an accelerated expiry date, which comes into effect after November
3, 2024 if the closing price of the Common Shares on the Canadian
Securities Exchange is equal to or greater than $0.72 for a period
of 10 consecutive trading days (the “Acceleration
Event”). If the Acceleration Event occurs, NorthX may
provide an expiry acceleration notice (the
“Notice”) to Warrant holders and the expiry date
of the Warrants will be deemed to be 30 days from the date of the
Notice.
Immediately prior to the closing of the
Offering, Wallbridge owned 3,007,293 Common Shares, which
represented 15.84% of the issued and outstanding Common Shares on a
non-diluted basis. Following the Offering, Wallbridge owns
4,494,793 Common Shares and 1,487,500 Warrants, representing 15.79%
of the issued and outstanding Common Shares on a non-diluted basis
and 19.98% of the issued and outstanding Common Shares on a
partially diluted basis, assuming the exercise of the Warrants.
On July 12, 2022, Wallbridge entered into an
asset purchase agreement with Archer, pursuant to which the Company
received common shares of Archer as part of the consideration for
the disposition of its portfolio of nickel assets (the
“Transaction”). As part of the Transaction,
Wallbridge entered into an investor rights agreement (the
“IRA”). Pursuant to the IRA, Wallbridge has the
right to nominate two (2) candidates for election as directors of
NorthX so long as it maintains ownership of at least 10% of the
issued and outstanding Common Shares on a partially-diluted basis,
as calculated in accordance with the IRA. The IRA also provides the
acquiror: (i) a pro rata pre-emptive right, (ii) top-up rights, and
(iii) a standard piggyback registration right subject to
underwriter cutback, so long as Wallbridge holds at least 10% of
the issued and outstanding Common Shares on a partially diluted
basis, as calculated in accordance with the IRA.
Wallbridge acquired the Units for investment
purposes and may, depending on market and other conditions,
increase or decrease its beneficial ownership of Common Shares or
other securities of NorthX whether in the open market, by privately
negotiated agreement or otherwise.
This press release is being issued pursuant to
NI 62-103 – The Early Warning System and Related Take-Over Bid and
Insider Reporting Issues, which also requires a report to be filed
in accordance with applicable securities laws (the “Early
Warning Report”). A copy of the Early Warning Report will
be available under Wallbridge’s and NorthX’s profiles on SEDAR+ at
www.sedarplus.ca.
About Wallbridge Mining
Wallbridge is focused on creating value through
the exploration and sustainable development of gold projects along
the Detour-Fenelon Gold Trend in Québec’s Northern Abitibi region
while respecting the environment and communities where it
operates.
Wallbridge’s most advanced projects, Fenelon
Gold (“Fenelon”) and Martiniere Gold
(“Martiniere”) incorporate a combined 3.05 million
ounces of indicated gold resources and 2.35 million ounces of
inferred gold resources. Fenelon and Martiniere are located within
an 830 square kilometre exploration land package controlled by
Wallbridge.
Wallbridge has reported a positive Preliminary
Economic Assessment (“PEA”) at Fenelon that
estimates average annual gold production of 212,000 ounces over 12
years (see Wallbridge press release of June 26, 2023).
Wallbridge also holds a 15.79% interest in
NorthX Nickel Corp., on a non-diluted basis, as a result of the
sale of the Company’s portfolio of nickel assets in Ontario and
Québec in November of 2022 and the Company’s subsequent acquisition
of additional Common Shares and Warrants by way of private
placement by NorthX in May of 2024.
For further information please visit the
Company’s website at https://wallbridgemining.com/ or contact:
Wallbridge Mining Company
Limited
Brian Penny, CPA, CMA
Chief Executive OfficerTel: (416) 716-8346
Email: bpenny@wallbridgemining.com
Victoria Vargas, B.Sc. (Hon.) Economics,
MBACapital Markets AdvisorEmail: vvargas@wallbridgemining.com
Cautionary Note Regarding
Forward-Looking Information
The information in this document may contain
forward-looking statements or information (collectively,
“FLI”) within the meaning of applicable Canadian
securities legislation. FLI is based on expectations, estimates,
projections and interpretations as at the date of this
document.
All statements, other than statements of
historical fact, included herein are FLI that involve various
risks, assumptions, estimates and uncertainties. Generally, FLI can
be identified by the use of statements that include, but are not
limited to, words such as “seeks”, “believes”, “anticipates”,
“plans”, “continues”, “budget”, “scheduled”, “estimates”,
“expects”, “forecasts”, “intends”, “projects”, “predicts”,
“proposes”, "potential", “targets” and variations of such words and
phrases, or by statements that certain actions, events or results
“may”, “will”, “could”, “would”, “should” or “might”, “be taken”,
“occur” or “be achieved.”
FLI in this document may include, but is not
limited to: statements regarding the results of the PEA; the
potential future performance of the Common Shares; future drill
results; the Company’s ability to convert inferred resources into
measured and indicated resources; environmental matters;
stakeholder engagement and relationships; parameters and methods
used to estimate the MRE’s at Fenelon and Martiniere (collectively
the “Deposits”); the prospects, if any, of the
Deposits; future drilling at the Deposits; and the significance of
historic exploration activities and results.
FLI is designed to help you understand
management’s current views of its near- and longer-term prospects,
and it may not be appropriate for other purposes. FLI by their
nature are based on assumptions and involve known and unknown
risks, uncertainties and other factors which may cause the actual
results, performance, or achievements of the Company to be
materially different from any future results, performance or
achievements expressed or implied by such FLI. Although the FLI
contained in this document is based upon what management believes,
or believed at the time, to be reasonable assumptions, the Company
cannot assure shareholders and prospective purchasers of securities
of the Company that actual results will be consistent with such
FLI, as there may be other factors that cause results not to be as
anticipated, estimated or intended, and neither the Company nor any
other person assumes responsibility for the accuracy and
completeness of any such FLI. Except as required by law, the
Company does not undertake, and assumes no obligation, to update or
revise any such FLI contained in this document to reflect new
events or circumstances. Unless otherwise noted, this document has
been prepared based on information available as of the date of this
document. Accordingly, you should not place undue reliance on the
FLI, or information contained herein.
Furthermore, should one or more of the risks,
uncertainties or other factors materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those described in FLI.
Assumptions upon which FLI is based, without
limitation, include: the results of exploration activities, the
Company’s financial position and general economic conditions; the
ability of exploration activities to accurately predict
mineralization; the accuracy of geological modelling; the ability
of the Company to complete further exploration activities; the
legitimacy of title and property interests in the Deposits; the
accuracy of key assumptions, parameters or methods used to estimate
the MREs and in the PEA; the ability of the Company to obtain
required approvals; geological, mining and exploration technical
problems; failure of equipment or processes to operate as
anticipated; the evolution of the global economic climate; metal
prices; foreign exchange rates; environmental expectations;
community and non-governmental actions; and, the Company’s ability
to secure required funding. Risks and uncertainties about
Wallbridge's business are discussed in the disclosure materials
filed with the securities regulatory authorities in Canada, which
are available at www.sedarplus.ca.
Cautionary Notes to United States
Investors
Wallbridge prepares its disclosure in accordance
with NI 43-101 which differs from the requirements of the U.S.
Securities and Exchange Commission (the
"SEC"). Terms relating to mineral properties,
mineralization and estimates of mineral reserves and mineral
resources and economic studies used herein are defined in
accordance with NI 43-101 under the guidelines set out in CIM
Definition Standards on Mineral Resources and Mineral Reserves,
adopted by the Canadian Institute of Mining, Metallurgy and
Petroleum Council on May 19, 2014, as amended. NI 43-101 differs
significantly from the disclosure requirements of the SEC generally
applicable to US companies. As such, the information presented
herein concerning mineral properties, mineralization and estimates
of mineral reserves and mineral resources may not be comparable to
similar information made public by U.S. companies subject to the
reporting and disclosure requirements under the U.S. federal
securities laws and the rules and regulations thereunder.
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