News release re NPI with Metallica Metals...May 3, 2021
3. News Release
The news release was issued on May 3, 2021 through BayStreet and Stockwatch and filed on SEDAR
on May 3, 2021.
4. Summary of Material Change
The Company announced that it entered into an agreement dated May 3, 2021 (the “Agreement”)
with Metallica Metals Corp. (“Metallica”), pursuant to which Metallica agreed to purchase the
Company’s 50% net profit interest (“NPI”) on gross cash income from the MAX Mine and Mill
Project. The Company was previously granted the NPI by Metallica (formerly Cameo Industries
Corp.) pursuant to a share purchase agreement dated January 11, 2019, as amended (the “Share
Purchase Agreement”).
As consideration for the purchase of the NPI, Metallica, on the date of closing (the “Closing Date”),
will: (a) pay the Company a cash payment of $425,000; and (b) issue an aggregate of 1,000,000
common shares in the capital of Metallica (each, a “Metallica Share”), with such Metallica Shares: (i)
to be priced at a 30-day volume-weighted average price for the Metallica Share on the Canadian
Securities Exchange (“CSE”) prior to the Closing Date, subject to the minimum price per share
allowable under the policies of the CSE; and (ii) to be subject to a four month hold period in
accordance with applicable securities laws.
Closing of the NPI purchase is subject to the Company obtaining such required approvals from the
NEX Board of the TSX Venture Exchange for the transaction, and Metallica completing and filing all
necessary notices and disclosure filings as required by the policies of the CSE for the transaction.
