Green Shift
Commodities Ltd.
(
TSXV: GCOM and
OTCQB:
GRCMF), (“
Green Shift”,
“
GCOM” or the “
Company”) is
pleased to announce that it has completed the previously announced
acquisition (the “
Transaction”) of an existing
option (the “
Option”) to purchase a 100% interest
in the Armstrong Lithium Project (the “
Armstrong
Project” or the “
Project”). The Project
consists of 90 contiguous claims totaling ~1,800 ha, located in the
Seymour-Crescent-Falcon lithium belt, ~55 km northeast of the town
of Armstrong and ~245 km from Thunder Bay in Ontario, Canada (see
press release dated August 16, 2023 for detailed information on the
Project).
Terms of the Armstrong Project
Acquisition
Pursuant to the option acquisition agreement
(the “Agreement”) dated August 15, 2023, GCOM has
acquired an existing Option to purchase a 100% interest in the
Armstrong Project for consideration comprised of (i) 1,500,000
common shares of GCOM (the “Common Shares”) at a
deemed price of $0.095 per Common Share; and (ii) CAD$60,000 in
cash, payable within five business days after the date upon which
GCOM has first completed one or more equity offerings for gross
proceeds of a minimum of CAD$5,000,000 in the aggregate. In
addition, in the event that GCOM has exercised the Option and
publicly files a technical report in compliance with National
Instrument 43-101 – Standards for Mineral Disclosure containing a
current mineral resource, then the Company will pay to the vendors
of the Option a bonus payment equal to CAD$300,000.
In order to exercise the Option, GCOM has agreed
to assume the remaining obligations under the original option
agreement, including: (i) the issuance of 100,000 Common Shares
immediately upon closing of the Transaction; (ii) payment of
CAD$15,000 in cash on or before November 21, 2023; (iii) payment of
CAD$20,000 in cash payable on or before November 21, 2024; and (iv)
the grant of a 1.0% net smelter returns royalty on the Project (the
“Royalty”). The Royalty may be repurchased by the
Company for a cash payment of CAD$200,000. In addition, in respect
of the first financing that the Company completes following the
exercise of the Option, the Company has agreed to grant the
optionor the right to participate in such financing and subscribe
for a maximum of 100,000 Common Shares upon the same terms as the
financing.
The Common Shares issued in connection with the
Transaction are subject to a hold period expiring four months and
one day from the date of issuance. There are no finders’ fees
payable in connection with the Transaction and each of the vendors
of the Option and the optionor is an arms-length party with respect
to the Company.
Corporate Update
GCOM is providing an update on activities at its
Rio Negro Project in Argentina. Community consultations for Phase 1
exploration have been completed, and the Company has garnered
positive support for the project. The project’s timeline, however,
is currently experiencing slower-than-anticipated initiation due to
the ongoing elections in Argentina, which are consequently
influencing the timing of permit approvals. The Company anticipates
mobilizing its field crews upon receipt of permits in due course
and will provide an update as details become available.
Trumbull Fisher, CEO and Director of GCOM
commented, “We have built a robust pipeline of projects at varying
stages across the Americas. With the successful close of this
transaction, we are excited to have commenced groundwork in the
mining-friendly region of Ontario. Additionally, we are eager to
begin work in Argentina, and though it has taken longer than
anticipated, we remain confident in our plans to advance the Rio
Negro project and unlock its potential.”
About Green
Shift Commodities
Ltd.
Green Shift Commodities Ltd. is focused on the
exploration and development of commodities needed to help
decarbonize and meet net-zero goals. The Company is advancing a
portfolio of lithium prospects which includes the recently acquired
Rio Negro Project in Argentina, a district-scale project in an area
known to contain hard rock lithium pegmatite occurrences that were
first discovered in the 1960s with little exploration since, and
the Armstrong Project, located in the Seymour-Crescent-Falcon
lithium belt in northern Ontario, known to host spodumene-bearing
lithium pegmatites and significant discoveries.
The Company is developing the Berlin Deposit in
Colombia. Apart from uranium, for clean nuclear energy, the Berlin
Deposit contains battery commodities including nickel, phosphate,
and vanadium. Phosphate is a key component of lithium-ion
ferro-phosphate (“LFP”) batteries that are being used by a growing
list of electric vehicle manufacturers. Nickel is a component of
various lithium-ion batteries, while vanadium is the element used
in vanadium redox flow batteries. Neodymium, one of the rare earth
elements contained within the Berlin Deposit, is a key component of
powerful magnets that are used to increase the efficiency of
electric motors and in generators in wind turbines.
For further
information, please
contact:
Green Shift
Commodities Ltd.
Trumbull FisherDirector and CEOEmail:
tfisher@greenshiftcommodities.comTel: (416)
917-5847
Website: www.greenshiftcommodities.com
Twitter: @greenshiftcom LinkedIn:
https://www.linkedin.com/company/greenshiftcommodities/
Forward-Looking Statements
This news release includes certain “forward
looking statements”. Forward-looking statements consist of
statements that are not purely historical, including statements
regarding beliefs, plans, expectations or intensions for the
future, and include, but not limited to, statements with respect
to: planned exploration work at the Company’s Rio Negro Project in
Argentina and the expected timing thereof; the future direction of
the Company’s strategy; and other activities, events or
developments that are expected, anticipated or may occur in the
future. These statements are based on assumptions, including that:
(i) the ability to achieve positive outcomes from test work; (ii)
actual results of exploration, resource goals, metallurgical
testing, economic studies and development activities will continue
to be positive and proceed as planned, (iii) requisite regulatory
and governmental approvals will be received on a timely basis on
terms acceptable to Green Shift (iv) economic, political and
industry market conditions will be favourable, and (v) financial
markets and the market for uranium, battery commodities and rare
earth elements will continue to strengthen. Such statements are
subject to risks and uncertainties that may cause actual results,
performance or developments to differ materially from those
contained in such statements, including, but not limited to: (1)
changes in general economic and financial market conditions, (2)
changes in demand and prices for minerals, (3) the Company’s
ability to source commercially viable reactivation transactions and
/ or establish appropriate joint venture partnerships, (4)
litigation, regulatory, and legislative developments, dependence on
regulatory approvals, and changes in environmental compliance
requirements, community support and the political and economic
climate, (5) the inherent uncertainties and speculative nature
associated with exploration results, resource estimates, potential
resource growth, future metallurgical test results, changes in
project parameters as plans evolve, (6) competitive developments,
(7) availability of future financing, (8) the effects of COVID-19
on the business of the Company, including, without limitation,
effects of COVID-19 on capital markets, commodity prices, labour
regulations, supply chain disruptions and domestic and
international travel restrictions, (9) exploration risks, and other
factors beyond the control of Green Shift including those factors
set out in the “Risk Factors” in our Management Discussion and
Analysis dated May 1, 2023 for the fiscal year ended December 31,
2022 and other public documents available on SEDAR at
www.sedar.com. Readers are cautioned that the assumptions used in
the preparation of such information, although considered reasonable
at the time of preparation, may prove to be imprecise and, as such,
undue reliance should not be placed on forward-looking statements.
Green Shift assumes no obligation to update such information,
except as may be required by law.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this press
release.
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