Cadillac Ventures Inc. Enters into Op on Agreement for the Burnt Hill Tungsten Project in New Brunswick
Executive Summary
- Cadillac Ventures Inc. sold its initial 29.58% interest in the Burnt Hill Tungsten Project to Nexcel Metals Corp. for $170,000 cash plus $330,000 worth of common shares (355,775 shares at a deemed $0.78 per share).
- The transaction triggers an option for Nexcel Metals to acquire up to an additional 28.42% interest, potentially bringing its total stake to 58%; upon reaching ≥51%, a joint venture will be formed among Cadillac, Nexcel Metals, and minority owner Wyloo Ring of Fire Ltd.
- All shares issued to Cadillac are subject to hold periods and staged resale restrictions through October 2028; the agreement remains pending TSXV approval.
Key Details
- Consideration Received:
- Cash: $170,000 (USD)
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Common Shares: $330,000 (less $52,495 summer work program costs), issued as 355,775 shares at a deemed price of $0.78 per share.
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Option to Earn Additional Interest:
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Up‑to‑additional 28.42% interest for an aggregate cash payment of $250,000 and issuance of $600,000 in common shares to Cadillac.
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Joint Venture Trigger:
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If Nexcel Metals reaches at least a 51% ownership stake (combined with existing 42% held by Wyloo Ring of Fire Ltd.), a joint venture will be established among the three parties.
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Share Restrictions:
- Hold period expires April 9, 2026.
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Voluntary resale restrictions: 15% of shares restricted until each of the following dates – April 3 2026, October 3 2026, April 3 2027, October 3 2027, April 3 2028, and October 3 2028; remaining 10% unrestricted aside from statutory hold.
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Regulatory Condition:
- Transaction subject to approval by the TSX Venture Exchange (TSXV).
Notable Quotes
- Norman Brewster, CEO: “On Behalf of the Board of Directors” – indicating board endorsement of the transaction.