Highland Critical signs agreement for Nunavut claims

Executive Summary

• Highland Critical Minerals Corp. (via its wholly owned subsidiary, 6025 Nunavut Ltd.) executed a definitive asset purchase agreement to acquire a 100% interest in two contiguous mineral claims in Nunavut, Canada.
• The acquisition consideration consists of 50,000 Class A common shares of Highland, with the share price determined by the closing price on the last trading day prior to closing.
• The transaction is subject to customary closing conditions, including regulatory approvals (specifically CSE approval), due diligence, and title registration.

Key Details

• Target Assets: Two contiguous mineral claims (No. 105115 and No. 105116) totaling approximately 2,468.66 hectares.
• Location: Nunavut, Canada.
• Strategic Focus: The property is considered prospective for gold and base metals, aligning with Highland's strategy to expand its exploration portfolio in the region.
• Consideration Structure:
  • Type: 50,000 Class A common shares of Highland Critical Minerals Corp.
  • Valuation: Based on the closing price of Highland's Class A common shares on the Canadian Securities Exchange (CSE) on the last trading day prior to closing.
  • Lock-up/Restrictions:
    • Four-month statutory hold period.
    • Additional contractual resale restrictions for 12 months following closing.
• Closing Conditions:
  • Satisfactory completion of due diligence.
  • Receipt of all required regulatory and third-party approvals, including CSE approval.
  • Delivery of evidence of title registered in the name of 6025 Nunavut Ltd.
  • Execution of lock-up agreements by the vendor.
  • Right of purchaser to unilaterally terminate without penalty if dissatisfied with due diligence results.
• Vendor: An arm's-length individual.
• Fees: No finders' fees are payable.
• Qualified Person: Carey Galeschuk, PGeo, independent consultant, has reviewed and approved the scientific and technical information.

Notable Quotes

• None explicitly quoted in the text, though the "Strategic rationale" section outlines management's intent: "Subject to closing, Highland intends to review all available data and develop an exploration plan for the property."