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Blue Moon Metals Inc (2)
Symbol MOON
Shares Issued 451,492,306
Close 2024-11-27 C$ 0.355
Market Cap C$ 160,279,769
Recent Sedar Documents

Blue Moon acquires Repparfjord Eiendom

2025-03-10 18:11 ET - News Release

Mr. Christian Kargl-Simard reports

BLUE MOON METALS ACQUIRES THE OYEN INDUSTRIAL LAND, OPERATING AGGREGATE QUARRY, SHIPLOADING EQUIPMENT AND ADJACENT PROPERTIES TO NUSSIR, AND CLOSES A C$5.25 MILLION FOLLOW ON EQUITY INVESTMENT BY HARTREE PARTNERS

Blue Moon Metals Inc. has acquired all the shares in Repparfjord Eiendom AS (REAS) from Wergeland Eigedom AS (WG), a private Norwegian company, along with associated ship loading equipment and infrastructure related to aggregate mining, port area and adjacent properties to Blue Moon's Nussir project in Norway (the Nussir project). Through a series of transactions, Blue Moon has paid 180 million Norwegian krones (approximately $16-million (U.S.)) as consideration, comprising 42.1 million common shares of Blue Moon (at 30 cents per consideration share) and approximately $7.2-million (U.S.) in cash. WG now owns approximately 8 per cent of the issued and outstanding common shares of Blue Moon. REAS has a ground lease agreement with the Finnmark Estate, a legal entity established by law in Norway, for the use of the Oyen Industrial Land. Under the terms of an agreement between Blue Moon and WG dated March 6, 2025, WG will continue to be able to sublease part of the land for aggregate production, in consideration for annual sublease payment fees. Pursuant to the agreement, WG has also agreed to acquire agreed upon waste rock volumes from the Nussir project for a minimum price of 15 Norwegian krones per tonne.

This is a transformational transaction providing the Nussir project with the majority of the required infrastructure for the project to be built. Key highlights of the acquired infrastructure include:

  • Quay for aggregate logistics including a modern ship-loading and conveyer system that is in active use by WG;
  • Port facility for large ships;
  • Fully permitted and operating aggregate mine;
  • Barracks for construction and operations at the Nussir project;
  • Administrative and storage building;
  • Full process plant building in good condition and of sufficient size to install a 6,000-tonne-per-day flotation plant;
  • Large silo and conveyer systems;
  • License to utilize fresh water from a reservoir;
  • Ancillary land to the project;
  • Zoning in place for an industrial site including for mining and processing.

An image in the original version of this news release shows the mill building, silo and office administration area taken in January, 2025. The deep-water fjord is ice-free year-round. The portal for the mine will be immediately beside the mill building and two powerlines cross the property right behind the mill building. Power costs for industrial use are approximately four U.S. cents per kilowatt-hour. The transaction has closed, but some filings, registrations and legal perfection, in particular related to the ancillary lands, will be concluded as soon as possible.

The consideration shares were deposited into escrow pursuant to the TSX Venture Exchange's escrow policies, and are subject to a statutory hold period of four months and one day from the date of issue. Currently the consideration shares are subject to the TSX-V Tier 2 escrow release schedule, with 10 per cent being released from escrow commencing on the date of the TSX-V bulletin, and thereafter in 15-per-cent increments on each of the six, 12, 18, 24, 30 and 36 months following the date thereof. However, Blue Moon is currently uplisting from a TSX-V Tier 2 issuer to a TSX-V Tier 1 issuer. Such process, if approved by the TSX-V, would result in the effective escrow period expected to be the shortened Tier 1 escrow release schedule, with four equal tranches of 25 per cent being released from escrow commencing on the date of the TSX-V bulletin approving the uplisting, and thereafter on each of the six, 12 and 18 months following the date thereof. The uplisting remains subject to TSX-V approval.

Hartree tranche 2

In connection with its strategic investment announced in Blue Moon's Dec. 19, 2024, press release, Hartree Partners LP has purchased 17.5 million Blue Moon shares at 30 cents per Blue Moon share for total proceeds of $5.25-million (the investment). No finders' fees are payable on the investment, and the Blue Moon shares issued pursuant to the investment are subject to a statutory four-month-and-one-day hold period from issuance. The proceeds from the investment will be used for general corporate purposes and advancement of Blue Moon's three mining projects.

There are now 511,092,306 Blue Moon shares outstanding, of which approximately 8 per cent are held by Hartree.

Share consolidation

Further to Blue Moon's press release dated March 3, 2025, the company will consolidate the Blue Moon shares on the basis of one postconsolidation Blue Moon share per 10 preconsolidation Blue Moon shares. Effective as of the opening of market on or about March 14, 2025, the Blue Moon shares will commence trading on a postconsolidation basis on the TSX-V. Following the consolidation, it is expected there will be approximately 51,109,231 post-consolidation Blue Moon shares outstanding. A new Cusip number of 09570Q509 replaces the old Cusip number of 09570Q202 to distinguish between the pre and postconsolidated Blue Moon shares. The consolidation remains subject to TSX-V approval.

Letters of transmittal describing the process by which shareholders may obtain new share certificates representing their postconsolidation Blue Moon shares will be mailed shortly to registered shareholders who hold their Blue Moon shares via certificate. Shareholders who hold their shares via Direct Registration System, or through a broker or other intermediary and do not have shares registered in their name, will not be required to complete a letter of transmittal.

Corporate update

The company has awarded a total of 845,069 deferred share units (DSUs) under the company's share compensation plan to the independent members of the board of directors. The DSUs will vest upon the directors' departure from the company.

Qualified person

The technical and scientific information of this news release has been reviewed and approved by Dustin Small, PEng, a non-independent qualified person, as defined by National Instrument 43-101.

About Blue Moon Metals Inc.

Blue Moon is advancing three brownfield polymetallic projects, including the Nussir copper-gold-silver project in Norway, the NSG copper-zinc-gold-silver project in Norway and the Blue Moon zinc-gold-silver-copper project in the United States. All three projects are well located with existing local infrastructure including roads, power and historical infrastructure. Zinc and copper are currently on the United States Geological Survey and European Union list of metals critical to the global economy and national security.

We seek Safe Harbor.

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