Pure Energy Minerals Limited (TSX VENTURE:PE) (OTCQB:PEMIF) (the
“Company” or “Pure Energy”) is pleased to announce that it has
entered into an asset purchase agreement (the “Agreement”) with
Advantage Lithium Corp. (“Advantage”) and Nevada Sunrise Gold
Corporation (“Nevada Sunrise”, together, the “Vendors”) to acquire
the Clayton NE claim blocks located in Esmeralda County, Nevada
(the “Acquired Claims”). The Acquired Claims are contiguous with
the northern portion of the Company’s Clayton Valley Project (“CV
Project”) and to Albemarle Corporation’s (“Albemarle”) Silver Peak
Operations, the only producing lithium brine mine in North America.
Upon completion of the acquisition of the new claims, Pure Energy’s
CV Project will cover approximately 26,050 acres (10,542 hectares).
The acquisition is expected to close on or before November 30,
2017.
Highlights of the
Transaction
- Pure Energy to acquire 1,450 acres (587 hectares) of unpatented
claims.
- Advantage drilled 6 boreholes on the Clayton NE project during
2016 and 2017 over a strike length of 5.6 kilometers (3.5 miles),
ranging in depth from 348 to 610 meters (1,142 to 2,000 feet).
- Drilling encountered several brine aquifer systems having
average lithium grades of over 204 mg/L lithium, including samples
as high as 322 mg/L lithium.
- The Vendors to convey 100% interest in the Acquired Claims,
subject to a 3% gross over-riding royalty in favour of a prior
owner.
- Pure Energy to issue a total of 7 million common shares (the
“Consideration Shares”), 4.9 million to Advantage and 2.1 million
to Nevada Sunrise.
- Vendors agree to restrict trading of the Consideration Shares
for 18 months from closing, followed by quarterly releases of 25%
at a time.
- Vendors further agree to vote in favour of all matters proposed
by Pure Energy management before the shareholders for a period of
24 months from closing.
Patrick Highsmith, President and CEO of the
Company, commented on the acquisition, “We are excited to add this
high grade brine project onto Pure Energy’s exceptional land
position surrounding North America’s only producing lithium mine.
This land package is a natural fit with our current holdings. Based
on Advantage’s excellent exploration results to date, the property
holds great promise to add to our existing brine resource in the
near-term. We also welcome Advantage and Nevada Sunrise as
shareholders of our company. We believe this acquisition is a clear
example of the growth potential that remains in Clayton Valley for
Pure Energy. Soon the exploration drill will return to the project
and we shall continue on our way toward validating the fastest,
greenest, most efficient lithium process in the world.”
Figure 1 is available
at http://www.globenewswire.com/NewsRoom/AttachmentNg/a906a10c-3994-4acf-a74f-90968d439d92
Figure 1 shows the Acquired Claims relative to
the existing Clayton Valley Project. Advantage Lithium’s drilling
on the Clayton NE claim block encountered several aquifer systems
that were consistent with those described in technical publications
on Clayton Valley, including interbedded ash, silt, and sand
horizons and a deep gravel aquifer (See Advantage news releases
dated Nov. 1, Dec. 5, Dec. 21, 2016, Mar. 1, 2017, and April 3,
2017). While there was some variability of lithium content among
the different aquifer systems, the data support a general increase
of lithium grades with depth.
Pure Energy’s Vice President, Walter Weinig,
remarked on the lithium content of the newly acquired properties,
“The Advantage drilling encountered generally increasing lithium
content with depth in the lower aquifer systems. In fact, the
presence of over 260 mg/L lithium in the interpreted lower gravel
aquifer is very consistent with the deep gravel aquifer system we
see in our existing resource. What we are most excited about is
that these results affirm the tendency for higher grades on the
eastern side of the project as we prepare to test the new
geophysical anomalies on the North Valley targets. ”
Summary of the Agreement
Pursuant to the Agreement, Pure Energy will
issue to the Vendors an aggregate of 7,000,000 common shares (the
“Consideration Shares”), with 4,900,000 Consideration Shares
issuable to Advantage and 2,100,000 Consideration Shares issuable
to Nevada Sunrise. In addition, in respect of certain of the
Acquired Claims, Pure Energy has agreed to assume a 3.0% gross
over-riding royalty granted in favour of a prior owner.
In addition to the statutory four-month hold
period required, the Agreement further requires that the Vendors
will not, directly or indirectly, sell or transfer any of the
Consideration Shares except in accordance with a release schedule
whereby 25% of the Consideration Shares may be sold after 18 months
from closing, and a further 25% each 3 months thereafter. The
Vendors have also agreed to vote the Consideration Shares at the
Company’s shareholder meetings in favour of the certain matters
recommended by management for a period of 24 months.
Completion of the acquisition of the Acquired
Claims is subject to a number of conditions, including: completion
of closing by November 30, 2017; and receipt of the approval of the
TSX Venture Exchange on behalf of the Company and each of the
Vendors. The Company and each of the Vendors are at arm’s length.
No finder’s fees are payable in connection with the
transaction.
Quality Assurance
Patrick Highsmith, Certified Professional
Geologist (AIPG CPG # 11702), is a qualified person as defined by
NI 43-101, and has supervised the preparation of the scientific and
technical information in this news release. Mr. Highsmith is not
independent of the Company as he is an officer and director.
About Pure Energy Minerals
Limited
Pure Energy Minerals is a lithium resource
developer that is driven to become a low-cost supplier for the
growing lithium battery industry. The Company is developing
the CV Project in Clayton Valley, Nevada. The Company is also
exploring a major new lithium brine project in the Lithium Triangle
of South America, the Terra Cotta Project (“TCP”). The TCP is
located on Pocitos Salar in Salta, Argentina, where it enjoys some
of the best infrastructure and access of any lithium brine
exploration project in Argentina.
Pure Energy has developed core strengths in
innovative development and processing technologies for lithium
brines and lithium mineral deposits. Key attributes and
activities include:
- A large, strategic land position with excellent infrastructure
in a first-class mining jurisdiction: approximately 9,900 hectares
(24,500 acres) in Clayton Valley, Esmeralda County, Nevada, located
a 3-hour drive from the Gigafactory;
- An inferred mineral resource of approximately 247,000 tonnes of
lithium hydroxide (218,000 tonnes of LCE) at the Clayton Valley
Project with an average grade of 123 mg/L lithium;
- The only lithium brine resource in North America to yield a
positive Preliminary Economic Assessment including an estimated
after-tax NPV (8% discount) of US $264 million and an estimated IRR
of 21%;
- Advanced metallurgical testwork demonstrating the improved
efficacy of a new, environmentally responsible lithium processing
technology that produces low-cost battery grade lithium
hydroxide;
- An early stage exploration program on the 13,000-hectare
(32,000 acre) Terra Cotta Project (TCP), located on Pocitos Salar
in Salta Province; and
- An active business development program, applying Company
expertise to the evaluation of new lithium targets around the
world.
On behalf of the Board of Directors, “Patrick Highsmith” Chief
Executive OfficerCONTACT:
Pure Energy Minerals Limited (www.pureenergyminerals.com)Email:
info@pureenergyminerals.comTelephone – 604 608 6611, ext 5
Forward-Looking Information
The information in this news release contains
forward looking statements that are subject to a number of known
and unknown risks, uncertainties and other factors that may cause
actual results to differ materially from those anticipated in our
forward looking statements. Factors that could cause such
differences include: changes in world commodity markets, equity
markets, costs and supply of materials relevant to the mining
industry, change in government and changes to regulations affecting
the mining industry. Forward-looking statements in this release may
include statements regarding completion of acquisition of the
Acquired Claims, receipt of approval of the TSX Venture Exchange,
additions to existing mineral resources, successful development of
a new lithium process, and future exploration on the CV Project.
Although we believe the expectations reflected in our forward
looking statements are reasonable, results may vary, and we cannot
guarantee future results, levels of activity, performance or
achievements.
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
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