Mr. Gurminder Sangha reports
LINEAR MINERALS CORP SIGNS TERM SHEET FOR THE SALE OF AUGUSTUS AND JAMES BAY CLAIMS
Linear Minerals Corp. has entered into a term sheet dated June 4, 2026, with Consolidated Lithium Metals Inc., pursuant to which CLM intends to acquire a 100-per-cent undivided interest in the Augustus lithium project and additional Linear Minerals claims, located in the Abitibi and James Bay regions of Quebec. The Abitibi and James Bay claim block are located over 200 kilometres apart and do not form the same claim block.
Proposed transaction summary
Pursuant to the terms of the term sheet, Linear Minerals, as the recorded and beneficial owner of the project, will transfer to CLM a 100-per-cent undivided interest in 449 mineral claims, totalling approximately 215 square kilometres, located within the Abitibi region (358 claims) and James Bay region (91 claims) of Quebec, through an asset purchase transaction.
As consideration for the proposed transaction, CLM has agreed to pay Linear Minerals aggregate consideration valued at approximately $2.75-million, consisting of:
- $687,500 in cash payable on closing; and
- $2,062,500 payable through the issuance of common shares of CLM determined based on the 20-day moving average trading price of CLM shares on the TSX Venture Exchange from June 4, 2026, with such shares to be issued on closing, subject to and in accordance with applicable securities laws and the rules and policies of the TSX Venture Exchange.
The consideration shares will be subject to applicable statutory hold periods and any escrow provisions required by the TSX-V and the definitive agreement between the parties. Additional commercial terms, including any net smelter return royalty provisions, escrow arrangements and other customary transaction terms, are expected to be finalized in the definitive agreement.
The term sheet contemplates the following:
- CLM has been granted a legally binding exclusivity period until Oct. 1, 2026, while it conducts due diligence and the parties negotiate and finalize the definitive agreement.
- In the event of a superior proposal, Linear Minerals has granted CLM a legally binding right to match, subject to certain conditions.
- Linear Minerals has agreed to a binding $1,687,500 break fee in the event of termination of the term sheet by Linear Minerals, including where Linear Minerals terminates to accept a superior proposal or otherwise breaches its exclusivity obligations.
- Linear Minerals has agreed to grant CLM a right of first refusal over sales of the consideration shares, subject to several conditions.
The proposed transaction is not a related-party transaction and is an arm's-length transaction for the purposes of the policies of the Canadian Securities Exchange and remains subject to certain closing conditions, including, without limitation: (a) completion to the satisfaction of CLM of its due diligence; (b) execution of the definitive agreement between the parties; (c) the receipt by CLM and Linear Minerals of all necessary corporate and regulatory approvals and consents, including the approval of the TSX-V (in respect of CLM) and the CSE (in respect of Linear Minerals); (d) each party's representations and warranties in the definitive agreement being true and correct in all material respects as of the closing date; and (e) each party satisfying its covenants and obligations as contained in the definitive agreement. There can be no guarantees that the proposed transaction will be completed as contemplated or at all. The proposed transaction is anticipated to close within 45 days following the execution of the definitive agreement.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.