Ares Strategic Mining Inc. (“ Ares ” or the “ Company ”) (TSXV:ARS) (OTC:ARSMF) (FRA:N8I1) is pleased to announce that, further to its news releases dated February 26, 2021, the Company has closed its acquisition of a fluorspar lump manufacturing facility (the “ Facility ”) pursuant to the terms and conditions of a Profit Sharing Agreement dated February 9, 2021, as amended (the “ Profit Sharing Agreement ”) between the Company and The Mujim Group, a non-arm’s length private Shanghai company (“ Mujim ”).
Pursuant to the terms of the Profit-Sharing Agreement, the Company agreed to acquire the Facility for an aggregate purchase price of US$2,000,000 (the “ Purchase Price ”). The Purchase Price is payable by the Company in cash or, alternatively and at a premium, by issuing an aggregate of 5,300,000 common shares in the capital of the Company (each, a “ Share ”) at a deemed price of US$0.45 (approximately CAD$0.56), in accordance with the following schedule:
- (i) US$1,500,000 worth of Shares following execution of the Profit-Sharing Agreement, of which $1,000,000 is due prior to the Facility being shipped to the Company,
- (ii) US$200,000 worth of Shares prior to Facility installation, and
- (iii) US$300,000 worth of Shares following the installation and commissioning is completed and optimized to meet production requirements.
In addition, the Company has agreed to pay Mujim US$20/ton to cover the ongoing technical updates and guidance services relating to the Facility as well as US$10/ton upon the Company beginning lump production operations and the achievement of agreed upon production targets.
A director of the Company is also the Executive Director of Mujim. Accordingly, the Profit-Sharing Agreement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”). The Profit-Sharing Agreement and Share issuances thereunder are exempt from the valuation requirements of MI 61-101 by the virtue of the exemption contained in section 5.5(b) as the Shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(1)(a) as the value of the Shares issuable under the Profit-Sharing Agreement do not exceed 25% of the Company’s market capitalization.
ON BEHALF OF THE BOARD OF DIRECTORS OF
ARES STRATEGIC MINING INC.
James Walker
Chief Executive Officer and President
For further information, please contact Mark Bolin by phone at 604-345-1576 or by email at jwalker@aresmining.com
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
Source: Ares Strategic Mining Inc.
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