Globex Mining Enterprises Inc. Closes Sale of Mid-Tennessee Zinc Mines Royalty
- $13,750,000 in cash, of which $250,000 was received previously, net of applicable withholding taxes;
- 8,752,860 Electric Royalties shares; and
- 5,348,970 Electric Royalties warrants, each of which entitles Globex to purchase one additional Electric Royalties share at a price of $0.60 for a period of four years.
In the event that the zinc price per pound received by the owner of the Mid-Tennessee Zinc Mine exceeds US $2.00 for any continuous three-month period commencing after the closing of the transaction, Electric Royalties' assignee will make an additional cash payment of $1 million to Globex.
Globex also announces that it has closed the sale to Electric Royalties of a 1% Gross Metal Royalty created on Globex's 100%-owned Glassville, New Brunswick manganese exploration property for the following consideration, received by Globex at closing:
- 247,140 Electric Royalties shares; and
- 151,030 Electric Royalties warrants, each of which entitles Globex to purchase one additional Electric Royalties share at a price of $0.60 for a period of four years.
As a result of the two transactions, Globex has become the largest shareholder of Electric Royalties, holding in total 12,000,000 shares and 5,500,000 warrants.
Globex is an exploration and holding company with more than 200 exploration property assets and royalties, more than $30,000,000 in cash and shares of other companies, including the cash and shares received from Electric Royalties, and no debt. In addition, Globex holds currently out-of-the-money warrants of Electric Royalties and Falco Resources. Globex's sale of the Francoeur/Arntfield/Lac Fortune gold property to Yamana Gold Inc. announced on June 22, 2021 is expected to provide Globex with an additional $11 million of revenue over the next four years and the recent option of the historic Eagle Gold Mine to Maple Gold Mines Ltd. is expected to deliver $200,000, half in cash and half in shares, over the first six months of the five-year option period.
Globex continues to vend projects and acquire new ones such as the recently-announced purchase of the Rouyn-Merger gold property which includes three areas of drill-outlined gold mineralization along a 6.5 kilometer stretch of the gold localizing Cadillac Break. Globex's strong balance sheet should now enable us to undertake various types of transactions that we previously were unable to consider.
"Early Warning" Disclosure
Globex wishes to make the following disclosure under the "early warning" requirements of applicable Canadian securities regulations.
The 8,752,860 Electric Royalties shares and 5,348,970 Electric Royalties warrants referred to above were issued to Globex by Electric Royalties pursuant to a Royalty Purchase and Sale Agreement dated as of August 6, 2021 between Globex and Electric Royalties under which Globex sold its Mid-Tennessee Zinc Mine royalty to an assignee of Electric Royalties, and the 247,140 Electric Royalties shares and 151,030 Electric Royalties warrants referred to above were issued to Globex by Electric Royalties pursuant to a Royalty Purchase Agreement dated as of August 6, 2021 between Globex and Electric Royalties under which Globex sold a 1% Gross Metal Royalty on its 100%-owned Glassville, New Brunswick manganese exploration property to Electric Royalties (collectively, the "Transactions").
Immediately prior to the closing of the Transactions, Globex held 3,000,000 Electric Royalties shares, representing 5.23% of the 57,405,101 issued and outstanding Electric Royalties shares. Immediately following the closing of the Transactions, Globex holds 12,000,000 Electric Royalties shares, representing 18.07% of the issued and outstanding Electric Royalties shares, and holds 5,500,000 Electric Royalties warrants. Assuming the exercise of the Electric Royalties warrants, Globex would hold 17,500,000 Electric Royalties shares, representing 24.34% of the Electric Royalties shares that would then be issued and outstanding.
Globex may not exercise any portion of the Electric Royalties warrants if the exercise of such portion of the warrants will result in Globex having beneficial ownership of, or exercising direction or control over, 20% or more of the issued and outstanding Electric Royalties shares except to the extent that the shareholders of Electric Royalties (on a disinterested basis, excluding any shares held by Globex) have approved the issuance of such shares in conformity with the policies of the TSX Venture Exchange. Electric Royalties has undertaken to use commercially-reasonable efforts to obtain approval from its shareholders for the issuance to Globex of shares upon the exercise of the warrants if such approval is required pursuant to the policies of the TSX Venture Exchange in order for Globex to exercise the warrants in full. In that regard, Electric Royalties has undertaken to present such matter to its shareholders at its next annual meeting of shareholders, to the extent that such approval is still required.
Globex acquired the shares and warrants described in this press release for investment purposes and in accordance with applicable securities laws, Globex may, from time to time and at any time, acquire additional shares and/or other equity, debt or other securities or instruments (collectively, "Securities") of Electric Royalties in the open market or otherwise, and reserves the right to dispose of any or all of its Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of Electric Royalties and other relevant factors.
A copy of the early warning report filed by Globex in connection with the Transactions is available on SEDAR under Electric Royalties' profile.
Forward Looking Statements
Except for historical information, this news release may contain certain "forward looking statements". These statements may involve a number of known and unknown risks and uncertainties and other factors that may cause the actual results, level of activity and performance to be materially different from the expectations and projections of Globex Mining Enterprises Inc. ("Globex"). No assurance can be given that any events anticipated by the forward-looking information will transpire or occur. A more detailed discussion of the risks encountered by Globex is available in the "Annual Information Form" for the fiscal year ended December 31, 2020 filed by Globex on SEDAR at www.sedar.com.
|We Seek Safe Harbour.||Foreign Private Issuer 12g3 - 2(b)|
|CUSIP Number 379900 50 9|
|For further information, contact:|
|Jack Stoch, P.Geo., Acc.Dir. |
President & CEO
Globex Mining Enterprises Inc.
86, 14th Street
Rouyn-Noranda, Quebec Canada J9X 2J1