Acquisition of Common Shares of TRU Precious Metals Corp. by Altius Resources Inc.

Rhea-AI Summary

Altius Resources Inc. announced its right to acquire 7,140,000 common shares of TRU Precious Metals Corp., representing approximately 19.9% of TRU's outstanding shares, as part of an option agreement. In exchange for the shares, TRU will receive the mineral claims known as Golden Rose. Additional shares will be issued to Altius over the next two years, contingent on TSXV approval. Altius’s strategy focuses on diversifying its royalty assets and aligning with global sustainability trends. The shares will be acquired for investment purposes.

Positive

• Strategic acquisition of 19.9% stake in TRU Precious Metals.
• Potential for future share increases depending on market conditions.
• Alignment with sustainability-related global growth trends.

Negative

• None.

Altius Resources Inc. (“Altius”), a subsidiary of Altius Minerals Corporation (TSX:ALS) (OTCQX:ATUSF) announced today that pursuant to an option agreement dated February 23, 2021 with TRU Precious Metals Corp.(TSXV: TRU) (“TRU”), with its head office at 70 Trius Drive, Fredericton, New Brunswick E3B 5E3, it has the right to acquire 7,140,000 common shares of TRU (the “Shares”) representing approximately 19.9% of the issued and outstanding common shares of TRU upon receipt of the approval of the TSX Venture Exchange (the “TSXV”) in exchange for the grant of an option to acquire by TRU a 100% interest in the mineral claims known as Golden Rose in the Province of Newfoundland and Labrador (the “Option”). In addition, the Option Agreement provides that TRU will issue to Altius an additional 800,000 common shares within one month from the closing date of the transaction contemplated by the Option Agreement, 800,000 common shares on the first anniversary of the Option Agreement and a further 1,400,000 common shares (collectively, the “Additional Shares”) on the second anniversary of the Option Agreement, subject to the approval of the TSXV. If on the dates of issuance of such Additional Shares, the issuance would result in the total number of common shares held by Altius exceeding 19.9% of the issued and outstanding capital of TRU following such issuance, then such Additional Shares will not be issued on such dates but shall remain issuable to Altius at such time that Altius’ shareholdings in TRU would not result in it exceeding 19.9% of the issued and outstanding common shares of TRU. All of the Additional Shares must be issued prior to the exercise of the Option under the Option Agreement by TRU. The Shares and the Additional Shares to be acquired by Altius pursuant to the Option Agreement will be issued at a deemed price of $0.25 per share, subject to the requirements of the TSXV. Immediately prior to the transaction contemplated by the Option Agreement, Altius held no securities of TRU. Altius will not acquire the Additional Shares if such acquisition would result in Altius’ shareholding in TRU exceeding 19.9% of the issued and outstanding capital of TRU.

Altius will acquire the Shares and Additional Shares for investment purposes only, and depending on market and other conditions, Altius may from time to time in the future increase or decrease its ownership, control or direction over securities of TRU, through market transactions, private agreements, or otherwise.

In satisfaction of the requirements of National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, an early warning report respecting the acquisition of securities by Altius has been filed under TRU’s SEDAR Profile at www.sedar.com.

The head office of Altius is located at 38 Duffy Place, 2nd Floor, St John's, NL A1B 4M5. For further information regarding this acquisition by Altius or to obtain a copy of the early warning report, please contact Chad Wells, Vice-President, Business Development, Altius Minerals Corporation, Tel. 1-877-576-2206.

About Altius

Altius’s strategy is to create per share growth through a diversified portfolio of royalty assets that relate to long life, high margin operations. This strategy further provides shareholders with exposures that are well aligned with sustainability-related global growth trends including the electricity generation transition from fossil fuel to renewables, transportation electrification, reduced emissions from steelmaking and increasing agricultural yield requirements. These macro-trends each hold the potential to cause increased demand for many of Altius’s commodity exposures including copper, renewable based electricity, several key battery metals (lithium, nickel and cobalt), clean iron ore, and potash. In addition, Altius runs a successful Project Generation business that originates mineral projects for sale to developers in exchange for equity positions and royalties. Altius has 41,477,653 common shares issued and outstanding that are listed on Canada’s Toronto Stock Exchange. It is a member of both the S&P/TSX Small Cap and S&P/TSX Global Mining Indices.

Forward-looking information

This news release contains forward‐looking information. The statements are based on reasonable assumptions and expectations of management and Altius provides no assurance that actual events will meet management's expectations. In certain cases, forward‐looking information may be identified by such terms as "anticipates", "believes", "could", "estimates", "expects", "may", "shall", "will", or "would". Although Altius believes the expectations expressed in such forward‐looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those projected. Readers should not place undue reliance on forward-looking information. Altius does not undertake to update any forward-looking information contained herein except in accordance with securities regulation.

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FAQ

What is the significance of Altius acquiring TRU Precious Metals shares?

Altius's acquisition gives it a 19.9% stake in TRU, enhancing its investment portfolio and potential influence in the mining sector.

How many shares will Altius acquire from TRU?

Altius will acquire 7,140,000 common shares of TRU, with additional shares to be issued over two years.

What is the deemed price per share for Altius's acquisition of TRU shares?

The deemed price for the shares acquired by Altius is $0.25 per share.

When will Altius receive the additional shares from TRU?

Altius is set to receive 800,000 shares within one month of closing, another 800,000 shares after one year, and 1,400,000 shares after two years.

How does the acquisition align with Altius's strategic goals?

The acquisition supports Altius's strategy of diversifying its portfolio of royalty assets while capitalizing on sustainability trends.