Aquila Resources Announces Closing of Bend and Reef Property Sale
Aquila Resources Inc. (TSX: AQA,
OTCQB: AQARF) (“Aquila” or the “Company”) is pleased
to announce that it has closed the previously announced transaction
(the “Transaction”) to sell its Bend and Reef properties in
Wisconsin to Green Light Metals Inc. (“GL”). All dollar
amounts are reported in Canadian dollars.
Total consideration of $7,000,000
payable to Aquila consists of:
- Upfront cash consideration of $2.1 million, of which $1 million
was advanced as a deposit upon the execution of the letter of
intent with respect to the Transaction in June 2021 and the
remaining $1.1 million was paid at closing; and
- A non-interest bearing promissory note (“Promissory
Note”) of GL in the principal amount of $4.9 million. The
Promissory Note shall become due and payable by GL on the earlier
of: (i) December 31, 2022 (the “Maturity Date”); or (ii)
immediately prior to the completion of an initial public offering
or other transaction that results in the shares of GL (or of a
successor entity) being listed on a stock exchange as freely
tradeable securities (a “Go-Public Transaction”).
If the Promissory Note becomes due
and payable on a Go-Public Transaction, then the Promissory Note
shall be satisfied by way of:
- $900,000 in cash; and
- The issuance of that number of GL shares equal to $4 million
divided by the price per share at which GL shares are issued in the
Go-Public Transaction financing.
If GL does not complete a Go-Public
Transaction prior to the Maturity Date, then the Promissory Note
shall be satisfied by way of the issuance of that number of GL
shares equal to $4.9 million divided by the price per share at
which GL issued shares in its most recently completed financing
prior to the Maturity Date.
In connection with the Transaction,
GL and Aquila also entered into an investor rights agreement
pursuant to which, among other things, Aquila received the right to
participate in future equity financings completed by GL as well as
nomination rights in respect of one member of GL’s board of
directors, in each case subject to Aquila continuing to maintain a
specified ongoing ownership interest in GL.
Barry Hildred, Aquila’s Executive
Chair, is an investor in GL and Chair of the GL board of directors.
As such, Mr. Hildred did not participate in the Transaction on
behalf of Aquila and recused himself from voting on the Transaction
as a member of Aquila’s board of directors.
Aquila Resources Inc. (TSX: AQA,
OTCQB: AQARF) is a development-stage company focused on high grade
polymetallic projects in the Upper Midwest, USA. Aquila’s
experienced management team is advancing pre-construction
activities for its flagship 100%‐owned gold and zinc-rich Back
Forty Project in Michigan.
The Back Forty Project is a
volcanogenic massive sulfide deposit with open pit and underground
potential located along the mineral-rich Penokean Volcanic Belt in
Michigan’s Upper Peninsula. Back Forty contains approximately 1.1
million ounces of gold and 1.2 billion pounds of zinc in the
Measured & Indicated Mineral Resource classifications, with
additional exploration upside. An optimized Feasibility Study for
the Project is underway.
Additional disclosure of Aquila’s
financial statements, technical reports, material change reports,
news releases and other information can be obtained at
www.aquilaresources.com or on SEDAR at www.sedar.com.
Cautionary statement regarding
This press release may contain
certain forward-looking statements. In certain cases,
forward-looking statements can be identified by the use of words
such as “plans”, “expects” or “does not anticipate”, or “believes”,
or variations of such words and phrases or statements that certain
actions, events or results “may”, “could”, “would”, “might” or
“will be taken”, “occur” or “be achieved”. Forward-looking
statements and information are subject to various known and unknown
risks and uncertainties, many of which are beyond the ability of
Aquila to control or predict, that may cause their actual results,
performance or achievements to be materially different from those
expressed or implied thereby, and are developed based on
assumptions about such risks, uncertainties and other factors set
out herein, including but not limited to: risks with respect to the
COVID-19 pandemic; and other related risks and uncertainties,
including, but not limited to, risks and uncertainties disclosed in
Aquila’s filings on its website at www.aquilaresources.com and on
SEDAR at www.sedar.com. Aquila undertakes no obligation to update
forward-looking information except as required by applicable law.
Such forward-looking information represents Aquila’s best judgment
based on information currently available. No forward-looking
statement can be guaranteed and actual future results may vary
materially. Accordingly, readers are advised not to place undue
reliance on forward-looking statements or information. Furthermore,
mineral resources that are not mineral reserves do not have
demonstrated economic viability.
version on businesswire.com: https://www.businesswire.com/news/home/20211005006095/en/
Guy Le Bel, President & CEO Tel: 450.582.6789
David Carew, VP Corporate Development & Investor Relations
Tel: 647.943.5677 email@example.com