Here's all the details on mineral properties.
Note 3 – Mineral properties
A) Lithium Agreement:
On May 31, 2012, the Company entered into a new purchase agreement with GeoXplor Corp. (the “Lithium Agreement”), which is effective as of March 15, 2012. Under this Agreement, the Company has been granted an exclusive four year exploration license in regards to the two mineral properties described in the Agreement. One property encompasses 58 placer claims (9280 acres) located in Lida Valley, Esmeralda County, Nevada for Lithium and Lithium Carbonate exploration (the "Lida Valley Property"), and the other encompasses 70 placer claims (11,200 acres) located in Smoky Valley, Esmeralda County, Nevada for Lithium and Lithium Carbonate exploration (the "Smoky Valley Property"). Pursuant to the Agreement, upon the completion of the required payments and work commitments, GeoXplor shall transfer title to the properties to the Company and shall retain a 5% royalty, on which we shall have the option to purchase up to 4%, for $1,000,000 per 1%.
The Lithium Agreement is a replacement of all prior agreements pertaining to the Lida Valley claims contained within the Purchase Agreement dated December 24, 2009 between GeoXplor and the Company. This Agreement supersedes and replaces all prior agreements in respect to those claims.
Under the new Lithium Agreement, the Company is required to:
Make Cash Payments - First Liberty shall pay GeoXplor in consideration of the grant of the exploration license and other rights granted under this Agreement a total of $725,000, according to the following schedule:
(1)Twenty-Five Thousand Dollars ($25,000) at the execution of the agreement, which amount was paid during the year ended July 31, 2012;
(2) One-hundred Thousand Dollars ($100,000) to GeoXplor on or before December 31, 2012; which amount remains outstanding as the date of this filing;
(3)Two-hundred Thousand Dollars ($200,000) to GeoXplor on or before December 31, 2013;
(4)Two-hundred Thousand Dollars ($200,000) to GeoXplor on or before December 31, 2014;
(5)Two-hundred Thousand Dollars ($200,000) to GeoXplor on or before December 31, 2015;
Stock Issuance – As additional consideration, the Purchase Price shall include the issuance of 2,000,000 Shares, subject to such conditions as may be imposed by the rules and regulations of the United States Securities and Exchange Commission, as follows:
(1)Five-hundred Thousand (500,000) Shares to GeoXplor on or before December 31, 2012; which amount remains outstanding as the date of this filing;
(2)Five-hundred Thousand (500,000) Shares to GeoXplor on or before December 31, 2013;
(3)Five-hundred Thousand (500,000) Shares to GeoXplor on or before December 31, 2014;
(4)Five-hundred Thousand (500,000) Shares to GeoXplor on or before December 31, 2015;
Work Commitment – First Liberty shall expend not less than One Million Five-Hundred Thousand Dollars ($1,500,000) in Mineral Exploration and Development Testing ("Work"). The Work shall be scheduled according to the following schedule:
(1) One Hundred Thousand Dollars ($100,000) on or before November 15, 2012, which amount remains outstanding as of the date of this filing;
(2) Four-hundred Thousand Dollars ($400,000) on or before December 31, 2012, which amount remains outstanding as of the date of this filing;
(3) Five-hundred Thousand Dollars ($500,000) on or before December 31, 2013;
(4) Five-hundred Thousand Dollars ($500,000) on or before December 31, 2014;
Note 3 – Mineral properties (continued)
As of date of this report, the Company has expended approximately $80,000 towards the required work program. The Company is presently in negotiations for an amendment to the Lithium Agreement, which will adjust the stock and payment work requirements. This is expected to be completed in July 2013.
Conditions for Transfer of Title and Subsequent Limitations –
(1) At such time as the Company has completed the required payments, work program and stock transfers, the Properties shall be transferred to the Company by Quitclaim Deed.
(2) Concurrently with the transfer of title to First Liberty, First Liberty shall convey to GeoXplor a “Net Value Royalty” on production of lithium carbonate and other lithium minerals from the Properties measured by five percent (5%) of the gross proceeds received by First Liberty from the sale or other disposition of lithium carbonate or other lithium compounds less (i) transportation of the product from the place of treatment to the purchaser, (ii) all handling and insurance charges associated with the transportation, and (iii) any taxes associated with the sale or disposition of the product (excluding any income taxes of First Liberty). First Liberty shall have the further right to purchase up to four percent (4%) of the Net Value Royalty, in whole percentage points, for One Million Dollars ($1,000,000) for each one percent (1%).
(3) If First Liberty, its assignee or a joint venture including First Liberty, (i) delivers to its Board of Directors or applicable other management a feasibility study recommending mining of lithium carbonate or other lithium compound from the Properties and such Board of management authorizes implementation of a mining plan, or (ii) sells, options, assigns, disposes or otherwise alienates all or a portion of its interest in the Properties, First Liberty shall pay GeoXplor an additional bonus of Five Hundred Thousand Dollars ($500,000) in cash or Shares of First Liberty. The election to obtain cash or shares of First Liberty shall be at the sole election of GeoXplor.
As of April 30, 2013, a total of $314,236 has been expended on exploration and claim maintenance activities.
B) San Juan Agreement:
On November 6, 2012, we entered into a purchase agreement with GeoXplor Corp. (“Agreement”). Under this Agreement, we have been granted an exclusive five year exploration license in regards to a mineral property described in the Agreement. The mineral property encompasses 13 lode claims (260 acres) located in the Canyon Country District, San Juan County, Utah for Vanadium and Uranium exploration (the "San Juan Property"). Pursuant to the Agreement, upon the completion of the required payments and work commitments, GeoXplor shall transfer title to the San Juan Property to the Company and shall retain a 3% royalty, on which we shall have the option to purchase up to 2%, for $1,000,000 per 1%.
Under the San Juan Agreement, the Company is required to:
Make Cash Payments - First Liberty shall pay GeoXplor in consideration of the grant of the exploration license and other rights granted under this Agreement a total of $500,000, according to the following schedule:
(1) Twenty-five Thousand Dollars ($25,000) to GeoXplor on or before December 31, 2012, which amount remains outstanding as of the date of the filing;
(2)Seventy-five Thousand Dollars ($75,000) to GeoXplor on or before December 31, 2013;
(3) Two-hundred Thousand Dollars ($100,000) to GeoXplor on or before December 31, 2014;
(4) Two-hundred Thousand Dollars ($100,000) to GeoXplor on or before December 31, 2015;
(5) Two-hundred Thousand Dollars ($100,000) to GeoXplor on or before December 31, 2016;
(6) Two-hundred Thousand Dollars ($100,000) to GeoXplor on or before December 31, 2017;
Note 3 – Mineral properties (continued)
Stock Issuance – As additional consideration, the Purchase Price shall include the issuance of 3,000,000 Shares, subject to such conditions as may be imposed by the rules and regulations of the United States Securities and Exchange Commission, as follows:
(1) Six-hundred Thousand (600,000) Shares to GeoXplor within 10 days of November 6, 2012, execution of the agreement, which amount remains outstanding as of the date of the filing, and the Company is presently in negotiations for an amendment to this Agreement;
(2) Six-hundred Thousand (600,000) Shares to GeoXplor on or before December 31, 2013;
(3) Six-hundred Thousand (600,000) Shares to GeoXplor on or before December 31, 2014;
(4) Six-hundred Thousand (600,000) Shares to GeoXplor on or before December 31, 2015;
(5) Six-hundred Thousand (600,000) Shares to GeoXplor on or before December 31, 2016;
Work Commitment – First Liberty shall expend not less than One Million Dollars ($1,000,000) in Mineral Exploration and Development Testing ("Work"). The Work shall be scheduled according to the following schedule:
(1) Seventy-five Thousand Dollars ($75,000) within six months of November 6, 2012, the date of the agreement; which amount remains outstanding as of the date of this filing;
(2) One-hundred and Seventy Five Thousand Dollars ($175,000) on or before December 31, 2013;
(3) Two-hundred and Fifty Thousand Dollars ($250,000) on or before December 31, 2014;
(4) Two-hundred and Fifty Thousand Dollars ($500,000) on or before December 31, 2015;
The Company is presently actively seeking investment capital to undertake the next stages of development on the San Juan Agreement, and is seeking to close this financing as soon as commercially reasonable terms can be obtained. The San Juan Property encompasses certain claims previously included in agreements between the Company and GeoXplor, and this Agreement supersedes and replaces all prior agreements in respect to those claims.
