SUDBURY, ON, Feb. 6,
2018 /CNW/ - Transition Metals Corp.
("Transition", XTM – TSX.V) and Forum Uranium
Corp. ("Forum", FDC-TSX.V), collectively
("the Parties") are pleased to announce that
the Parties have entered into a definitive agreement (the
"Agreement") whereby Forum has optioned a 100% interest in the
Janice Lake Sedimentary Copper Property (the "Property"), in
north-central Saskatchewan. The
Janice Lake Property is located 55 kilometres southeast of the Key
Lake uranium processing facility in close proximity to several of
Forum's core uranium exploration projects.
Scott McLean, President and CEO
of Transition Metals added, "Transition views the opportunity at
Janice to be one of the best exploration stage sedimentary copper
projects in North America. We are
pleased to partner with Forum, which has operational capacity and
depth of expertise in Saskatchewan
to move this project forward."
Rick Mazur, President and CEO of
Forum, stated, "We see Janice as a strategically
positioned opportunity to diversify our exposure beyond uranium to
include copper. We believe significant demand for copper will
result as transformative changes to metals markets unfold due to
new reliance on energy metals. With an exceptional portfolio
of drill ready projects in the Athabasca Basin, our commitment to uranium
remains while markets come back into balance."
The terms of the transaction as specified in the Agreement are
summarized as follows:
- Forum can earn a 100% interest by providing Transition with
staged cash payments over 4 years totaling $250,000 ($25,000
upon signing), issuing Transition 8,000,000 Forum common shares and
completing $250,000 of work
expenditures within 6 months of the signing of the Agreement.
- Of the share issued, 2,000,000 will be provided directly to
Transition and the remaining 6,000,000 shares shall be placed in
escrow (the "Escrowed Shares"). 1,000,000 Escrowed Shares
shall be released to Transition every 6 months.
- Forum will have a one-time opportunity to return the property
within the first 6 months of the Agreement and demand the return of
the Escrowed Shares.
- Transition shall retain a 2% Net Smelter Return royalty
("NSR"). Forum shall have the option to repurchase 0.75% of
this NSR any time prior to Commercial Production for $1,500,000. Transition shall also be entitled to
a staged payments of $1,000,000 on
completion of a Feasibility Study on the Property and $5,000,000 due within 12 months of the Property
achieving Commercial Production.
- The Parties shall enter into a Shareholder Rights Agreement
which will include among other things, the right for Forum to place
any Forum common shares that Transition wishes to sell, a
pre-emptive right for Transition to maintain its interest through
participation in subsequent Forum financings and a voting support
agreement whereby Transition will vote with the Management at any
Forum shareholder meetings.
The Agreement is subject to regulatory approval, including
approval of the TSX Venture Exchange.
About Janice Lake:
The Janice Lake project is located approximately 55 km southeast
of Key Lake, in north-central Saskatchewan and comprises 17,600 ha (176sq.
km) of staked mining claims. The Property hosts over 20 copper
occurrences which have been characterized by the Saskatchewan
Geological Survey as having many of the characteristics of the
sediment-hosted copper deposit model (Delaney, 1995)¹. Drill
results by Noranda in 1993 include 0.77% Cu over 33.0 m including 1.6% Cu over 6 m, within 35 m of
surface. In 2003, Phelps Dodge
completed 6 diamond drill holes applying geophysical methods to
target mineralization under cover which resulted in the discovery
of a new zone which returned values including 0.72% Cu over
26.0 m including 1.33% Cu over
5.83 m (JL-03-38). Grab samples
collected by Transition Metals have returned values ranging from
0.34 to 9.35% copper and 0.7 to 61.7 g/t silver, confirming
previous reports of high-grade mineralization at surface, and
highlighting the potential for the discovery of multiple
near-surface, sediment-hosted copper deposits.
Collectively, sediment-hosted copper deposits are estimated to
account for 25% of worldwide copper production with approximately
100 known deposits containing in excess of 1 million tonnes of
contained copper (Kirkham, 1989)². In contrast to porphyry copper
deposits, sediment-hosted copper deposits frequently contain higher
concentrations of copper and accessory base and precious metals.
The age and depositional environment at Janice are similar to the
giant Udokan Deposits of the Lake Baikal region in Siberia, and the Revette deposits of
Montana USA. Baikal Mining Company
LTD reports JORC compliant Measured and Indicated resources of
1.822 billion tonnes grading 1.01% copper, 14.3 grams per tonne
silver³ for the Udokan deposits. Hecla Mining reports NI 43-101
Inferred resources of 112 million tonnes grading 0.7% copper, 1.6
oz/t silver for its Montanore deposit and 97.6 million tonnes
grading 0,7% copper and 1.5 oz/t silver for its Rock Creek deposit in Montana4. These resources are
not indicative that similar resources are hosted on the Company's
Janice Lake Sedimentary Copper Property.
A video highlighting the opportunity at Janice Lake can be found
on the Transition Metals web site at
www.transitionmetalscorp.com/projects/view-all-projects/janice-lake#janicevideo.
Qualified Person / Quality Control Procedures
This press release has been reviewed by Greg Collins (APGO), a Qualified Person under
the National Instrument 43-101 guidelines.
About Transition Metals Corp.
Transition Metals Corp (XTM -TSX.V) is a Canadian-based,
multi-commodity project generator that specializes in converting
new exploration ideas into Canadian discoveries. The award-winning
team of geoscientists has extensive exploration experience in
established, emerging and historic mining camps, and actively
develops and tests new ideas for discovering mineralization in
places that others have not looked, which often allows the company
to acquire properties inexpensively. The team is rigorous in its
fieldwork, and combines traditional techniques with newer ones to
help unearth compelling prospects and drill targets. Transition
uses the project generator business model to acquire and advance
multiple exploration projects simultaneously, thereby maximizing
shareholder exposure to discovery and capital gain. Joint venture
partners earn an interest in the projects by funding a portion of
higher-risk drilling and exploration, allowing Transition to
conserve capital and minimize shareholder's equity dilution. The
company, which went public in 2011, has an expanding portfolio that
currently includes >25 gold, copper, nickel and platinum
projects primarily in Ontario,
Nunavut and Saskatchewan.
About Forum Uranium
Forum Uranium Corp. is a Canadian-based mineral exploration
company with a focus on the acquisition, exploration and
development of Canadian uranium and energy metal projects.
Forum has assembled a highly experienced team of exploration
professionals with a track record of mine discoveries for
unconformity-style uranium deposits in Canada. The Company
has a strategy to discover near surface uranium deposits in the
Athabasca Basin, Saskatchewan by exploring on its 100% owned
properties and through strategic partnerships and joint ventures
with Cameco, AREVA, Rio Tinto Exploration, NexGen and Uracan. In
addition, Forum has entered into an option agreement with
Transition Metals Corp. to explore the Janice Lake sedimentary
copper deposit in Saskatchewan.
Cautionary Note on Forward-Looking Information
Except for statements of historical fact contained herein, the
information in this news release constitutes "forward-looking
information" within the meaning of Canadian securities law. Such
forward-looking information may be identified by words such as
"plans", "proposes", "estimates", "intends", "expects", "believes",
"may", "will" and include without limitation, statements regarding
estimated capital and operating costs, expected production
timeline, benefits of updated development plans, foreign exchange
assumptions and regulatory approvals. There can be no assurance
that such statements will prove to be accurate; actual results and
future events could differ materially from such statements. Factors
that could cause actual results to differ materially include, among
others, metal prices, competition, risks inherent in the mining
industry, and regulatory risks. Most of these factors are outside
the control of the Company. Investors are cautioned not to put
undue reliance on forward-looking information. Except as otherwise
required by applicable securities statutes or regulation, the
Company expressly disclaims any intent or obligation to update
publicly forward-looking information, whether as a result of new
information, future events or otherwise.
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 release.
1 Delaney, G.D. 1995. Investigations of
Sediment-hosted copper and copper-uranium mineralization, Wollaston
Domain; in Investigations completed by the Saskatchewan Geological
Survey and the Geological Survey of Canada under the Geoscience Program of the
Canada-Saskatchewan Partnership Agreement on Mineral Development
(PAMD) (1990-1995), Geological Survey of Canada, Open File 3119; pp. 39-51.
2 Kirkham, R.V., 1989, Distribution, settings, and
genesis of sediment-hosted stratiform copper deposits in
Boyle, R.W., Brown, A.C.,
Jefferson, C.W., Jowett, E.C., and Kirkham, R.V. eds.,
Sediment-hosted Stratiform Copper Deposits: Geological Association
of Canada Special Paper 36.p. 3-38.
3 Baikal Mining Company LTD news release presenting
published estimate prepared by SRK Consulting, reported
April 9, 2014
4 Hecla Mining Company resource statements dated
December 31, 2016
SOURCE Transition Metals Corp.