The TSX Venture Exchange has accepted for filing documentation pertaining to an arm's-length acquisition between Spruce Ridge Resources Ltd. and RAB Capital Holdings Ltd. to acquire all of the issued and outstanding securities of RFN Holdings Ltd., which is the holder of an 80-per-cent interest in Homeland Nickel Corp. Homeland Nickel owns the Cleopatra and Red Flat nickel laterite deposits in southwest Oregon and an interest in some secondary nickel laterite deposits in the vicinity of the properties.

Pursuant to the terms of the transaction, the company acquired a 100-per-cent interest in RFN by:

• Making a $50,000 cash payment to RAB Capital;
• Transferring to RAB Capital two million common shares in the capital of Canada Nickel Company Inc. held by the company;
• Paying $450,000, which was settled against RAB Capital's subscription for an aggregate $450,000 in the non-brokered financing closed on Dec. 21, 2023;
• Issuing to RAB Capital an aggregate of 10 million common shares in the capital of Spruce, such shares being subject to a four-month-and-one-day statutory hold period;
• Granting to RAB Capital a 2.0-per-cent net smelter return (NSR) royalty on the properties and the deposits, with an option to repurchase 50 per cent of each NSR royalty for $2-million;
• Reimbursing RAB Capital a total of $60,457 (U.S.) for certain costs;
• Agreeing to pay funds to RAB Capital upon reaching certain milestones, as follows:
  • $1-million cash payment upon filing a technical report on one or both of the properties, where a nickel resource is re-evaluated (or restated) to a standard in accordance with the requirements of National Instrument 43-101, Standards of Disclosure for Mineral Properties;
  • $2-million cash payment upon completion of an NI 43-101 preliminary economic assessment on one or both of the properties;
  • $2-million cash payment upon completion of an NI 43-101 feasibility study on one or both of the properties;
  • $10-million cash payment upon announcement of a decision to commence construction on one or both of the properties.

For further information, please refer to the company's news releases dated Nov. 16, 2023, Dec. 21, 2023, and March 1, 2024.