Alchemist Mining Inc. (CNSX:AMS) entered into a definitive agreement to acquire Aqueous Resources LLC for CAD 11.4 million on June 13, 2023. Pursuant to the terms of the Exchange Agreement, Alchemist has agreed to acquire all of the Aqueous Securities and as consideration issue 17,500,000 shares in the capital of Alchemist to the Aqueous Securityholders. Upon Closing, the Aqueous Securityholders would have the right to appoint one director to Alchemist?s board. Alchemist, Aqueous and the Aqueous Securityholders have mutually agreed that Fredrik Klaveness would be the director appointed to Alchemist?s board. No change of control or creation of a new control person is anticipated to occur to Alchemist as a result of the Transaction. On Closing, Aqueous Securityholders who receive Consideration Shares in exchange for the Aqueous Securities will be subject to a voluntary escrow with such Consideration Shares to be released as follows: 10% of the Consideration Shares released on Closing; and 15% of the Consideration Shares released every six months thereafter.

Completion of the Transaction remains subject to a number of conditions, including, among others, satisfactory due diligence being completed, receipt of all requisite regulatory, shareholder and third party consents, waivers and approvals for the Transaction, as applicable, if applicable, and other conditions customary for transactions of this nature. The Exchange Agreement includes a completion deadline of July 31, 2023. On July 27, 2023, Alchemist Mining's completion of the acquisition news release was issued in error, however the parties continue to work towards Closing and intend to do so shortly.

Clark Wilson LLP acted as legal advisor to Aqueous Resources LLC.

Alchemist Mining Inc. (CNSX:AMS) completed the acquisition of Aqueous Resources LLC on August 4, 2023. The Company announced that it retracts its news release dated July 27, 2023 announcing the closing (the ?Closing?) of its proposed acquisition.