Manning Ventures Inc. (CNSX:MANN) entered into a letter of intent to acquire Wabush Iron Ore Inc. for CAD 2.7 million on January 18, 2021. Manning Ventures Inc. entered into a share exchange agreement to acquire Wabush Iron Ore Inc for CAD 2.7 million on February 24, 2021. Pursuant to the terms of the Letter of Intent, Manning Ventures will acquire all the issued and outstanding securities of Wabush in exchange for securities of Manning Ventures. It will issue one common share in the capital of Manning Ventures for each Wabush Share acquired and one common share purchase warrant for each Wabush Warrant acquired. Pursuant to the terms of the definitive agreement for consideration, on closing Manning Ventures will issue an aggregate of 11,150,001 common shares in the capital of Manning Ventures pro rata to the holders of Wabush common shares. The payment shares will be subject to escrow conditions and/or resale restrictions as required by applicable securities laws and the policies of the Canadian Securities Exchange. In addition, all outstanding unexercised warrants to acquire Wabush common shares will be cancelled. In consideration for such disposition, the holders of Wabush Warrants will receive the right to acquire one common share in the capital of Manning. The exercise price under each replacement warrant will be equal to the exercise price at the time of closing under the particular Wabush Warrant that was cancelled in consideration for such replacement warrant. Manning Ventures is expected to issue 5,750,000 Replacement Warrants at closing. Prior to or concurrently with the closing of the transaction, Manning Ventures will complete a financing to raise a minimum of CAD 1.5 million. Following the completion of the transaction, Wabush will be a wholly-owned subsidiary of Manning Ventures. The Letter of Intent sets out certain terms and conditions pursuant to which the transaction will be completed. The transaction remains subject to certain closing conditions including, without limitation, the completion of customary due diligence, the negotiation and execution of a definitive agreement on or before March 16, 2021, and the receipt of all required regulatory including approval of the Canadian Securities Exchange and third party approvals and, if applicable, the approval of the shareholders of the Manning Ventures and Wabush, respectively. As of February 22, 2021, Management and Manning Ventures Inc. geologists are currently conducting due diligence on the projects. Once completed Manning Ventures Inc. expects to pursue a definitive agreement. Closing of the transaction is expected to occur on or about March 5, 2021.