Pursuant to the Transaction, Altair, which is an arm's length party to EML, will have the right to acquire up to a 100% interest in the Assets through the acquisition of EML subsidiary,
Within 30 days of announcing the Option Agreement -
On or before 1st anniversary of the Option Agreement
On or before 2nd anniversary of the Option Agreement
On or before the 3rd anniversary of the Option Agreement
On or before the 4th anniversary of the final approval of the plan of operations for the Project
If Altair elects to execute all Option Agreement tranches, EML will receive over
Altair will have the right to earn a (a) 70% interest in the Assets until the end of the 3rd anniversary of signing the Option Agreement and (b) 100% interest in the Assets until the end of the 4th anniversary of signing the Option Agreement. Furthermore, following the completion of the first anniversary payments as more particularly described above, at any time thereafter Altair shall have an option to accelerate the acquisition of the 100% interest in the Assets by forgoing the other requirement payments and making a onetime payment of
During the earn-in period, Altair shall be the operator of the Assets under direction of EML's technical director and shall manage and execute all exploration programs and spending on the Project. A shareholder agreement will govern the respective rights of the parties should Altair not earn a 100% interest in the Assets.
The parties have also entered into an investor rights agreement which will govern EML's ownership interest in Altair and will include the right of EML to nominate one board member of Altair until the end of the second anniversary of the Option Agreement, and thereafter, shall have the right to nominate one board member until such time as its ownership interest in Altair is less than 5% of the issued and outstanding shares. The investor rights agreement, among other things, also give EML rights to members of a technical committee to be formed.
'But strategy is about making choices, and we feel we have delivered the right balance for EML shareholders by retaining an economic interest in the silver projects, without the need for additional funding or potential dilution. EML will also maintain a degree of oversight over the assets, through our representation on the Altair board and through the ongoing involvement in the Project of our Technical Director, Dr.
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Email: gl@electricmetals.com
Caution Regarding Forward-Looking Information
Certain statements contained in this news release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words 'could', 'intend', 'expect', 'believe', 'will', 'projected', 'estimated' and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on EML's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this news release contains forward-looking information relating to, among other things, the completion of the Transaction and transfer of the ownership of NAS, the future operations of the Assets, and the payment of the various fees and expenditures by Altair.
While EML considers these statements to be reasonable based on information currently available, they may prove to be incorrect. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks related to Altair fulfilling the agreed upon conditions, regulatory risks, including risks related to financing, capitalization and liquidity risks with respect to certain conditions of the Transaction. Please refer to EML's public disclosure record on SEDAR at www.sedar.com for additional risks that may affect EML.
The forward-looking information contained in this news release is made as of the date hereof, and EML is not obligated, and does not undertake, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
(+) At the applicable time, the issuance of the Altair Shares shall be calculated at the market value of the Altair Shares on the lesser of (i) the five-day volume weighted average trading price of the Altair Shares on the exchange on which such shares trade (the 'TSXV') on the fifth day immediately prior to date of issuance of such
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