#POW Power Metal Resources – Disposal of Reitenbach Uranium Property – Canada

Power Metal Resources plc (LON:POW),  the London listed exploration company seeking large-scale metal discoveries across its global project portfolio announces the conditional disposal of its 100% owned Reitenbach Uranium Property (“Reitenbach” or the “Property”) located east of the prolific Athabasca Basin in Northern Saskatchewan, Canada.

HIGHLIGHTS:

–  A Property Purchase Agreement (the “Agreement”) has been signed with Teathers Financial Plc (“Teathers Financial” or “Teathers”).  Teathers Financial is to conditionally acquire 100% ownership of the Property, subject to a 2% net smelter return (“NSR”) royalty, in exchange for cash and shares.

–  The consideration payable is £360,000 (to be settled by the issue of Teathers Financial new ordinary shares of 0.1p (“Ordinary Shares”) and a cash payment of £10,000 (see detailed terms below)).

–  Reitenbach is one of ten uranium properties held by 102134984 Saskatchewan Ltd (“Power Sask”), a wholly owned subsidiary of Power Metal Resources Canada (“POW Canada”) which itself is a wholly owned subsidiary of Power Metal.

–  Teathers Financial is currently in the advance stages of preparing for a change of business to become a uranium focused exploration company which plans to list on the London equity capital markets – targeted for Q3 2022.

Paul Johnson, Chief Executive Officer of Power Metal Resources PLC commented:

“Power Metal has secured another crystallisation event with the disposal of Reitenbach into a vehicle planning to list in the London markets in the near term.

With the refocussing of Teathers into a uranium exploration vehicle with Reitenbach as their flagship property, we believe the proposition will attract pre-IPO and IPO financing interest, and trade successfully as a listed vehicle.

Outside of Reitenbach, we continue to own 100% of our remaining nine Athabasca properties, some of which we expect to explore ourselves and, given the level of interest in quality uranium projects, some may be the subject of further disposals. In this regard, datarooms are being established for all projects to enable expeditious third party review.

Further information to follow regarding this disposal and other exploration and corporate activities in respect of our Athabasca property portfolio.”

TRANSACTION TERMS

For the sale of 100% of the Company’s interest in the Reitenbach Property, one of ten uranium focused properties held by Power Metal surrounding the Athabasca Basin, Saskatchewan, Canada, the consideration of £360,000 is to be settled by:

· The issue to Power Sask of 98,700,000 Teathers Financial Ordinary Shares at a price of 0.35461p per share for a total value of £350,000.

· A cash payment to Power Sask  totalling £10,000, which covers several costs incurred by Power Metal on behalf of Power Sask and Power Canada in preparation of this transaction. This also covers costs of the National Instrument 43-101 report that was completed over the Property – which will allow Reitenbach to be the main listing asset for Teathers Financial during its upcoming planned listing.

Power Sask will retain a 2% Net Smelter Return (“NSR”)[1] royalty across the Property, 1% of which can be bought back by Teathers Financial at anytime prior to production for £750,000.  

The transaction is conditional on:

–  Teathers Financial securing a £125,000 initial pre-IPO financing to cover transactional costs in relation to the planned listing.

–  The approval of Teathers Financial shareholders to the transaction; to a Rule 9 Whitewash arrangement, enabling Power Metal to acquire its interest without a requirement to make an offer for the entire company and approval of a capital reorganisation of Teathers.

–  Admission of Teathers shares to trading on the London equity capital markets.

After the issue of further shares following completion of  Teathers Financial pre-IPO and IPO financings, Power Metal anticipates its holding will amount to 40-55% of Teathers Financial issued share capital on listing. Power Metal will provide further updates on this in due course.

NEXT STEPS

· Exploration programmes are currently being planned across the Reitenbach Property, which subject to completion of the Agreement will be carried out by Teathers Financial following their planned listing in the London capital markets.

· Power Metal, with its in house technical group with expertise in uranium exploration, have agreed to provide Teathers with ongoing technical consulting services, to be paid for by Teathers, relating to planned and future exploration programmes on the Reitenbach Property.

· Reflecting the growing interest shown from third parties, comprehensive datarooms and factsheets are being established for all of the Company’s Saskatchewan based uranium assets.

THE REITENBACH PROPERTY

A detailed breakdown of all publically available technical information over the Reitenbach Uranium Property was released to the market on 8 February 2022 and can be found at the link below:

https://www.londonstockexchange.com/news-article/POW/reitenbach-uranium-property-athabasca-basin/15319141

The Power Metal book value of the Reitenbach Property is £55,292 and no losses have been recorded in respect of the Property in the year ended 30 September 2021, with all costs capitalised.

URANIUM PROPERTY HOLDING STRUCTURE

Power Metal has a 100% subsidiary Power Metal Canada Inc (“Power Canada”). which acts as the holding company for certain Canadian project operations. 

Power Canada has a wholly owned subsidiary, 102134984 Saskatchewan Ltd, which is the holder of all the uranium properties.

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (“MAR”), and is disclosed in accordance with the Company’s obligations under Article 17 of MAR.

For further information please visit  https://www.powermetalresources.com/  or contact: