THUNDER BAY, ON, Jan. 11, 2021 /CNW/ - Clean Air Metals Inc. ("Clean Air Metals" or the "Company") (TSXV: AIR) (FRA: CKU) (OTCQB: CLRMF) and Fort William First Nation, Red Rock Indian Band and the Biinjitiwaabik Zaaging Anishinaabek (collectively the "Cooperating Participants") jointly announce that they have advanced their relationship through a signed Memorandum of Agreement (the "MOA") effective as of January 8, 2020.
Clean Air Metals and its wholly-owned subsidiary, Panoramic PGMs (Canada) Ltd., are undertaking mineral exploration activities on mining claims located in the Greenwich Lake Area and Tartan Lake Area, related to the Company's Thunder Bay North Project (the "Project"). The Company's exploration activities are located on lands which the Participating First Nations assert are part of their traditional territory and in which the Participating First Nations assert their members hold and exercise Aboriginal and/or Treaty rights (the "Rights").
The MOA confirms a framework for a mutually beneficial relationship between the Cooperating Participants regarding the Project, based on the relationship set out in a November 2011 Memorandum of Agreement and Communication Protocol among the Cooperating Participants, which remains in effect. The MOA establishes a foundation for collaborative and respectful communications between the Cooperating Participants to facilitate Clean Air Metals' consultation with the Participating First Nations to identify:
- potential impacts of the Project on the Participating First Nations interests and rights;
- the appropriate measures to mitigate and avoid any adverse effects; and
- opportunities to enhance positive impacts and benefits.
The MOA also sets out initial economic accommodation that the Company will provide to the Participating First Nations, in the form of a warrant instrument, pending the completion of further relationship agreements. As part of the consideration for the Participating First Nations working with Clean Air Metals on the design, approval and development of the Project and as part of the Company's accommodation of the Participating First Nations' interests and rights related to the Project, Clean Air Metals will issue to each of the Participating First Nations, 1 million (1,000,000) warrants (the "Warrants") to purchase common shares of Clean Air Metals on the terms set out below and subject to TSX Venture Exchange approval and applicable securities law, including the availability of exemptions from registration and prospectus requirements and regulatory hold periods, including a hold period of four months and one day from the date of issue of the Warrants.
Each Warrant will have the following terms:
a. The exercise price of each Warrant will be $0.39, or such higher price as permitted by the TSX Venture Exchange.
b. The Warrants will expire five years from the date of this agreement and will be evidenced by a warrant certificate containing customary terms.
c. No Participating First Nation may, without the consent of the Company, transfer, sell or otherwise dispose of the Warrants or the common shares issued upon the exercise of such Warrants before the two-year anniversary of the signing of this agreement, except to one or more entities holding property for the benefit of that Participating First Nation, provided such entities agree to be bound by commitments in this section.
Future Negotiation of Exploration Agreement and Community Impacts Benefit Agreement
The Cooperating Participants intend to re-affirm their future relationship through an Exploration Agreement ("EA"), during the exploration phase of the Project effective from May 1, 2020, and then through a Community Impacts Benefits Agreement ("CIBA"), during subsequent phases of the Project. The Cooperating Participants will work in good faith to negotiate the EA and CIBA, at the appropriate times relative to the phase of the Project.
Chief of Fort William First Nation, Peter Collins, stated that "the Participating Communities appreciate the commitment to equity, diversity and inclusion that Clean Air Metals has demonstrated to date. My team informs me that the work site at the Thunder Bay North Project is clean and safe, the workers are happy and that the Company hires aboriginal. The Company has also expressed interest in facilitating access to mining knowledge and aptitude among our children and youth through Mining Matters curriculum which we appreciate. Clean Air Metals is the type of Company we can get behind and we look forward to a productive working relationship with them."
Chief Executive Officer of Clean Air Metals, Abraham Drost, stated that "Clean Air Metals acknowledges that the Thunder Bay North and Escape Lake project areas are subject to Aboriginal traditional and treaty rights which are protected under Section 35 of the Constitution Act, Canada. The Company pledges integrity and meaningful consultation and accommodation with affected First Nation communities in the hope of achieving community consensus around sustainable regional economic development opportunities. Clean Air Metals is very pleased to sign this Memorandum of Agreement and to be an active Participant with the Fort William First Nation, the Red Rock Indian Band and Biinjitiwabik Zaaging Anishinaabek."
Clean Air Metals continues to apply COVID-19 avoidance and personal protection measures for its geological staff, drilling contractor and service suppliers during the third quarter. Personnel are required to maintain physical distance, use Personal Protective Equipment (PPE), self-monitor and self-isolate or elect to work from home. Management had previously eliminated plans for a camp setup to service a planned diamond drill campaign on the Escape Lake Project. The Company is aware of Thunder Bay Health Unit guidelines that provide for "mandatory" self-isolation for returning overseas and inter-provincial travel. The guidelines also "strongly recommended" self-isolation after travel into the Northwest region from other areas of the Province. Mineral Exploration and Development has been deemed an essential service in the Province of Ontario (http://www.netnewsledger.com/2020/03/23/ontario-covid-19-business-allowed-to-remain-open-list-march-23-2020/). The Company has procured the services of a locally staffed and serviced diamond drilling contractor to complete its diamond drilling programs.
About Clean Air Metals Inc.
Clean Air Metals' flagship asset is the 100% owned, high grade Thunder Bay North Project, a platinum, palladium, copper, nickel project located near the City of Thunder Bay, Ontario and the Lac des Iles Mine owned by Impala Platinum. The Clean Air Metals project hosts the Current Lake deposit and magma conduit and the Company is actively exploring the Escape Lake deposit, a twin structure to the Current Lake deposit. Executive Chairman Jim Gallagher and CEO Abraham Drost lead an experienced team of explorers, researchers and engineers who are using the Norilsk magma conduit stratigraphic and mineral deposit model to guide ongoing exploration and development studies. As the former CEO of North American Palladium Ltd. which owned the Lac des Iles Mine prior to the sale to Impala Platinum in December 2019, Jim Gallagher and team are credited with the mine turnaround and creation of significant value for shareholders.
ON BEHALF OF THE BOARD OF DIRECTORS
Abraham Drost, Chief Executive Officer of Clean Air Metals Inc.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
The information contained herein contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be "forward-looking statements." Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation: political and regulatory risks associated with mining and exploration; risks related to the maintenance of stock exchange listings; risks related to environmental regulation and liability; the potential for delays in exploration or development activities or the completion of feasibility studies; the uncertainty of profitability; risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral deposits; risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; results of prefeasibility and feasibility studies, and the possibility that future exploration, development or mining results will not be consistent with the Company's expectations; risks related to commodity price fluctuations; and other risks and uncertainties related to the Company's prospects, properties and business detailed elsewhere in the Company's disclosure record. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Investors are cautioned against attributing undue certainty to forward-looking statements. These forward-looking statements are made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new events or circumstances, except in accordance with applicable securities laws. Actual events or results could differ materially from the Company's expectations or projections.
SOURCE Clean Air Metals Inc.