First Cobalt Corp. (TSXV:FCC) entered into a non-binding letter of intent to acquire CobalTech Mining Inc. (TSXV:CSK) for CAD 13.4 million on June 20, 2017. First Cobalt will acquire all of the issued and outstanding shares of CobalTech Mining through a negotiated share exchange transaction. First Cobalt Corp. (TSXV:FCC) signed a binding letter of intent to acquire CobalTech Mining Inc. (TSXV:CSK) on June 23, 2017. Under the terms of the arrangement, CobalTech will receive 0.2632 of a First Cobalt common share for each CobalTech common share, representing the equivalent of CAD 0.2 per CobalTech Share. In a related transaction, First Cobalt delivered a proposal to Cobalt One Ltd. for the merger of Cobalt One and First Cobalt. As of August 18, 2017, First Cobalt entered into a definitive agreement to acquire CobalTech. CobalTech will pay a termination fee of CAD 0.5 million to First Cobalt Corp if the deal is terminated. After the completion of transaction, current Directors and officers of CobalTech Mining will resign and the current management of First Cobalt will manage CobalTech. CobalTech will apply to delist its shares from the TSXV.

The transaction is subject to a number of conditions, including completion of due diligence, court approval, negotiation of definitive agreements in respect of the transaction, receipt of any required regulatory approvals, listing of First Cobalt on the Australian Securities Exchange, TSX Venture Exchange approval, third party approval and the approval of the shareholders of CobalTech. The transaction is not subject to any financing condition. Board of Directors of CobalTech Mining unanimously approved the transaction and recommended the shareholders to vote in favor of the transaction. On September 22, 2017, the transaction is expected to close prior to November 29, 2017. As of October 13, 2017, the transaction is expected to close on November 27, 2017. As of November 17, 2017, the shareholders of CobalTech have voted for approval of the transaction. The transaction is expected to close in the fourth quarter of 2017. As of November 28, 2017, the transaction is expected to close in early December 2017.

Canaccord Genuity Corp. acted as financial advisor, Sam Cole, Gordon Chambers, John Christian, Chris Norton, Alex Pizale, Tom Isaac and Stefanie Sebanc of Cassels Brock and Blackwell, LLP acted as legal advisor to First Cobalt and Desmond Balakrishnan of McMillan LLP acted as a legal advisor to CobalTech Mining. TSX Trust acted as transfer agent for CobalTech in the transaction.