Skyharbour Resources Ltd. (TSX-V:
SYH) (OTCQX:
SYHBF)
(Frankfurt:
SC1P) (“Skyharbour” or the
“Company”), is pleased to announce that partner company, North
Shore Energy Metals Ltd. (“North Shore”), has completed its
Qualifying Transaction with North Shore Uranium Ltd. (formerly
Clover Leaf Capital Corp., the “Resulting Issuer”). As per the news
release dated May 30th, 2023, Skyharbour announced that it had
entered into an option agreement (the “Agreement”) with North
Shore, which provides North Shore an earn-in option to acquire an
initial 80% interest and up to a 100% interest in the South Falcon
Property located in Saskatchewan, Canada (the “Property”). The
Property contains eleven (11) mineral claims, comprising
approximately 42,908 hectares. The Agreement provides North Shore
an opportunity to earn an initial 80% interest in the claims over a
three year period by fulfilling combined cash, share issuance and
exploration expenditure commitments of CAD $5.3 million, with an
option to purchase the remaining 20% for an additional CAD $10
million in cash and shares (collectively, the “Transaction”).
Location Map of South Falcon
Project:https://skyharbourltd.com/_resources/maps/Sky-SouthFalconOption.jpg?v=0.1
The Resulting Issuer’s common shares are
expected to recommence trading on the TSX Venture Exchange (the
“Exchange”) under the symbol “NSU” at the open of the market on or
about November 2nd, 2023.
South Falcon Uranium
Project:
The South Falcon Property, which constitutes
part of North Shore’s Falcon Property, contains eleven mineral
claims comprising approximately 42,908 hectares approximately 50 km
east of the Key Lake mine. Nine of the claims are from the original
South Falcon Point (previously Way Lake) Uranium Project and the
remaining two claims are from Skyharbour’s Foster River Project.
Historical uranium mineralization discovered at South Falcon is
shallow and is hosted in several geological settings including
classic Athabasca-style basement mineralization associated with
well-developed EM conductors. At the EWA target, up to 0.492%
U3O8 and 1,300 ppm lead was encountered in outcrop grab
samples (Sask. Mineral Deposits Index [SMDI] 5038). Historical grab
sampling at Knob Lake (SMDI 1014) also encountered up to 0.01% U3O8
in an outcrop of pegmatite, while anomalous nickel, copper, and
molybdenum were found in historical grab samples from the Fraser
North target area (SMDI’s 1125 and 1126).
A well-defined northeast-trending, locally
folded, electromagnetic conductor system runs throughout the
Property, which was defined by airborne and ground geophysical
surveys by JNR Resources (“JNR”) in the 2000’s. In 2008 JNR
conducted a drill campaign at Way Lake. Of the 47 holes drilled
that year, 28 holes (totaling 7,348 metres) were drilled on the
South Falcon Uranium Property at the Walker (14 holes), Walker
South (7 holes), and EWA target areas (6 holes). At the Walker and
South Walker targets, which lie along the aforementioned EM
conductor system, structurally disrupted and variably altered
metasediments (including graphitic pelitic gneisses) with anomalous
boron, copper, molybdenum, nickel, cobalt, arsenic, and vanadium
were encountered in several drill holes. During this same drill
campaign, the Fraser Lakes Zone B uranium deposit was discovered
approximately four kilometres east of the Walker South target on a
refolded extension of the EM conductor system. At the EWA target,
which lies along a separate northeast-trending EM conductor,
anomalous uranium, boron, lead, and molybdenum were encountered in
structurally disrupted pegmatites; the best result was 0.235% U3O8
over 0.5 m (within a 3.5 m interval of 0.113% U3O8) in hole
WYL-08-501 (Sask. Mineral Assessment File 74H02-0045).
Furthermore, in 2022, Skyharbour completed a
FALCON® airborne gravity gradiometer and magnetic survey over nine
of the eleven claims at the South Falcon Property. This new
geophysical data will assist North Shore in prioritizing areas
along the EM conductor system for drilling. Over 30 kilometres of
the EM conductor system remains untested on the South Falcon
Property. North Shore’s initial focus will be on the two claims
formerly part of the Foster Project (geophysics), and on generating
drill targets on three claims at the southeastern end of the EM
conductor systems including Knob Lake, which shows similarities to
the Fraser Lakes Zone B deposit approximately 6 km to the northeast
and several other high-priority targets elsewhere along the main EM
conductor system.
Significant potential exists on the project for
basement-hosted, unconformity-related uranium deposits like those
further to the north in the Wollaston Domain (i.e. Eagle Point,
Rabbit Lake, Key Lake and others), as well as for
pegmatite/granite-hosted (i.e. alaskite-type) U-Th-REE
mineralization like at the Fraser Lakes Zone B deposit on
Skyharbour’s adjacent South Falcon East Property, currently under
option to Tisdale Clean Energy.
The Option Agreement:
Pursuant to the Transaction, the Resulting
Issuer may acquire an initial 80% interest in the Property by (i)
issuing common shares of the Resulting Issuer (“Shares”) having an
aggregate value of CAD $1,225,000; (ii) making aggregate cash
payments of CAD $525,000; and (iii) incurring an aggregate of CAD
$3,550,000 in exploration expenditures on the Property over a
three-year period.
Schedule to earn an initial 80% interest:
Date |
Cash Payments (CAD $) |
Exploration Expenditures (CAD $) |
Value of Shares Issued (CAD $) |
On Closing |
$50,000(1) |
$0 |
$150,000(2) |
By Dec. 31st, 2023 |
$0 |
$250,000 |
$0 |
On or before the day that is 13 months after Closing |
$100,000 |
$250,000 |
$200,000(3) |
On or before the second anniversary of Closing |
$150,000 |
$1,300,000 |
$350,000(3) |
On or before the third anniversary of Closing |
$225,000 |
$1,750,000 |
$525,000(3) |
TOTAL |
$525,000 |
$3,550,000 |
$1,225,000 |
(1) $25,000 paid on signing the Agreement and
$25,000 paid at Closing.(2) At a price of $0.30 per Share.(3) Cash
or shares at North Shore’s option at a price per Share using the
five (5) VWAP at the time of issuance, subject the minimum pricing
rules of the TSX Venture Exchange.
Once the Resulting Issuer has earned an initial
80% interest in the Property, the Resulting Issuer may acquire the
remaining 20% interest in the Property within 90 business days by
(i) issuing Shares having a value of CAD $5,000,000, and (ii)
making a cash payment of CAD $5,000,000 to Skyharbour. If the
Resulting Issuer does not elect to acquire the remaining 20%
interest, a joint venture will be formed with Skyharbour holding a
20% participating interest.
The Resulting Issuer will be the operator of the
exploration programs during the earn-in stage and for the joint
venture if formed. Two claims totaling 10,673 hectares that form
part of Skyharbour’s Foster River Property are subject to a one
percent (1%) NSR royalty payable to Skyharbour. The remaining nine
claims totaling 32,235 hectares that comprise Skyharbour’s South
Falcon Point Property are subject to a two percent (2%) NSR royalty
payable to Denison Mines Corp. (“Denison”) with North Shore having
the right to purchase one percent of the royalty from Denison at
anytime by paying $1 million.
All Shares will be subject to a
four-month-and-one-day statutory hold period in accordance with
applicable securities laws.
Qualified Person:
The technical information in this news release
has been prepared in accordance with the Canadian regulatory
requirements set out in National Instrument 43-101 and reviewed and
approved by David Billard, P.Geo., a Consulting Geologist for
Skyharbour as well as a Qualified Person.
About North Shore Uranium
Ltd:
North Shore is a mineral exploration company
focused on uranium exploration at the eastern margin of the
Athabasca Basin through its Falcon property which will increase
from 12,800 to 55,700 hectares with the addition of the claims
subject to the Agreement, and the West Bear property located 90
kilometres to the northeast.
About Skyharbour Resources
Ltd.:
Skyharbour holds an extensive portfolio of
uranium exploration projects in Canada's Athabasca Basin and is
well positioned to benefit from improving uranium market
fundamentals with twenty-four projects, ten of which are
drill-ready, covering over 518,000 hectares (over 1.2 million
acres) of land. Skyharbour has acquired from Denison Mines, a large
strategic shareholder of the Company, a 100% interest in the Moore
Uranium Project which is located 15 kilometres east of Denison's
Wheeler River project and 39 kilometres south of Cameco's McArthur
River uranium mine. Moore is an advanced-stage uranium exploration
property with high-grade uranium mineralization at the Maverick
Zone that returned drill results of up to 6.0% U3O8 over 5.9
metres including 20.8% U3O8 over 1.5 metres at a vertical
depth of 265 metres. Adjacent to the Moore Uranium Project is
Skyharbour’s recently optioned Russell Lake Uranium Project from
Rio Tinto, which hosts historical high-grade uranium drill
intercepts over a large property area with robust exploration
upside potential. The Company is actively advancing these projects
through exploration and drill programs.
Skyharbour has joint-ventures with
industry-leader Orano Canada Inc. and Azincourt Energy at the
Preston and East Preston Projects, respectively, whereby Orano and
Azincourt earned majority interests in the projects through
exploration expenditures, cash payments and share issuances.
Skyharbour also has several active earn-in option partners
including: ASX-listed Valor Resources at the Hook Lake Uranium
Project; CSE-listed Basin Uranium Corp. at the Mann Lake Uranium
Project; CSE-listed Medaro Mining Corp. at the Yurchison Project;
Yellow Rocks Energy, a private Australian entity, at the Wallee and
Usam Island projects; North Shore Energy Metals at the South Falcon
Project; and TSX-V listed Tisdale Clean Energy at the South Falcon
East Project which is host to the Fraser Lakes Zone B Uranium and
Thorium Deposit.
Collectively, Skyharbour has now signed earn-in
option agreements with partners that total to over $37 million in
partner-funded exploration expenditures, over $28 million worth of
shares being issued and over $19 million in cash payments coming
into Skyharbour, assuming that these partner companies complete
their entire earn-ins at the respective projects.
Skyharbour's goal is to maximize shareholder
value through new mineral discoveries, committed long-term
partnerships, and the advancement of exploration projects in
geopolitically favourable jurisdictions.
Skyharbour’s Uranium Project Map in the
Athabasca
Basin:https://skyharbourltd.com/_resources/maps/SKY_SaskProject_Locator_V2A_20230727.jpg
To find out more about Skyharbour Resources Ltd.
(TSX-V: SYH) visit the Company’s website
at www.skyharbourltd.com.SKYHARBOUR RESOURCES LTD.
“Jordan
Trimble” Jordan
TrimblePresident and CEO
For further information contact myself or:Nicholas
ColturaInvestor Relations Manager Skyharbour Resources Ltd.
Telephone: 604-558-5847Toll Free: 800-567-8181Facsimile:
604-687-3119Email: info@skyharbourltd.com
NEITHER THE TSX VENTURE EXCHANGE NOR ITS
REGULATION SERVICES PROVIDER ACCEPTS RESPONSIBILITY FOR THE
ADEQUACY OR ACCURACY OF THE CONTENT OF THIS NEWS RELEASE.
The securities offered have not been, and will
not be, registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act") or any U.S. state securities
laws, and may not be offered or sold in the United States or to, or
for the account or benefit of, United States persons absent
registration or an applicable exemption from the registration
requirements of the U.S. Securities Act and applicable U.S. state
securities laws. This press release does not constitute an offer to
sell or the solicitation of an offer to buy securities in the
United States, nor in any other jurisdiction.
This release includes certain statements that
may be deemed to be "forward-looking statements". All statements in
this release, other than statements of historical facts, that
address events or developments that management of the Company
expects, are forward-looking statements, including the Private
Placement. Although management believes the expectations expressed
in such forward-looking statements are based on reasonable
assumptions, such statements are not guarantees of future
performance, and actual results or developments may differ
materially from those in the forward-looking statements. The
Company undertakes no obligation to update these forward-looking
statements if management's beliefs, estimates or opinions, or other
factors, should change. Factors that could cause actual results to
differ materially from those in forward-looking statements, include
market prices, exploration and development successes, regulatory
approvals, continued availability of capital and financing, and
general economic, market or business conditions. Please see the
public filings of the Company at www.sedar.com for further
information.
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