Vancouver, British Columbia–(Newsfile Corp. – May 10, 2022) – Castlebar Capital Corp. (TSXV: CBAR.P) (“Castlebar” or the “Company“) is pleased to provide an update respecting its previously announced proposed “qualifying transaction,” as defined under TSX Venture Exchange (the “Exchange“) Policy 2.4 – Capital Pool Companies, respecting the Southern Spectrum mineral property (the “Property“) in British Columbia (the “Transaction“). The Company previously filed an amended filing statement dated November 29, 2021 (the “Filing Statement“), and a technical report titled “National Instrument 43-101 Technical Report on the Southern Spectrum Property” having an effective date of October 6, 2021 (the “Technical Report“), in connection with the Transaction.
In due course, the Company will issue a further comprehensive press release announcing the closing of the Transaction, and the date on which the common shares of the Company will resume trading. Assuming all conditions for closing are satisfied, the Company expects to close the Transaction on or about July 15, 2022, with trading in its common shares resuming shortly thereafter.
Castlebar previously entered into a sale, assignment, assumption and amending agreement dated January 22, 2021, as amended June 22, 2021, August 23, 2021, November 22, 2021, and December 31, 2021 (the “Definitive Agreement“), with 1162832 B.C. Ltd. (“1162832“) and Christopher R. Paul & Michael A. Blady (collectively, the “Optionor“), pursuant to which Castlebar will assume all of 1162832’s right, title and interest, as optionee, in and to a property option agreement (the “Option Agreement“) dated January 10, 2019, as amended, respecting the Property. As consideration under the Definitive Agreement, the Company: (a) has paid a non-refundable deposit of $25,000 to 1162832; and (b) will issue an aggregate of 1,500,000 common shares to 1162832 (500,000 shares on the Transaction closing date, and 1,000,000 shares six months following the Transaction closing date). To successfully exercise the option on the Property pursuant to the Option Agreement, Castlebar is required to: (a) issue an aggregate of 1,000,000 common shares to the Optionor (700,000 shares on the Transaction closing date, and 300,000 shares on or before December 31, 2022); (b) make cash payments of $40,000 to the Optionor ($30,000 on the Transaction closing date, and $10,000 on or before December 31, 2022); and (c) spend a total of $1,250,000 on exploration of the Property ($250,000 by December 31, 2022; an additional $400,000 by December 31, 2023; and an additional $600,000 by December 31, 2024).
For further information, please refer to the Filing Statement and the Technical Report on SEDAR at www.sedar.com, as well as the press releases of the Company dated December 11, 2020, January 22, 2021, April 20, 2021, June 28, 2021, September 17, 2021, October 7, 2021, and November 29, 2021. The Company will provide further updates respecting the Transaction in due course.
Castlebar is a capital pool company in accordance with Exchange Policy 2.4 and its principal business is the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction.
This news release contains “forward-looking information” that is based on the Company’s current expectations, estimates, forecasts and projections. This forward-looking information includes, among other things, the Company’s business, plans, outlook and business strategy. The words “may”, “would”, “could”, “should”, “will”, “likely”, “expect,” “anticipate,” “intend”, “estimate”, “plan”, “forecast”, “project” and “believe” or other similar words and phrases are intended to identify forward-looking information. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Such factors include, but are not limited to: changes in economic conditions or financial markets; increases in costs; litigation; legislative, environmental and other judicial, regulatory, political and competitive developments; and technological or operational difficulties. This list is not exhaustive of the factors that may affect our forward-looking information. These and other factors should be considered carefully and readers should not place undue reliance on such forward-looking information. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required by applicable 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 news release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/123484