Comstock Sells Northern Mining Targets to Mackay Precious Metals Inc.

Rhea-AI Summary

Comstock Inc. (NYSE: LODE) has sold its Northern Targets mining properties to Mackay Precious Metals Inc. for $2.75 million plus a 1.5% NSR production royalty in perpetuity. The deal includes 100% of northernmost patented and unpatented mining claims in Storey County, Nevada, and Comstock's 25% stake in Pelen

The payment structure includes $1.3 million in immediate cash, $0.45 million due by February 15, 2025, and $1.0 million payable within 45 days of Mackay's public listing. Additionally, Comstock has received $3.2 million in lease payments since June 2023, with a final payment of $0.5 million due by February 15, 2025, bringing total consideration to nearly $6.5 million.

Positive

• Sale of non-core assets generates $6.5 million in total consideration
• Secured 1.5% NSR production royalty in perpetuity
• Immediate cash infusion of $1.3 million
• Additional guaranteed payments of $1.45 million by February 2025

Negative

• Divestment of mining claims reduces overall asset portfolio

Insights

Financial Analyst

The strategic divestment of Northern Targets represents a significant cash infusion for Comstock, generating $6.5 million in total consideration through the combination of lease payments ($3.7 million) and sale proceeds ($2.75 million). The deal structure is particularly noteworthy, with $1.3 million received upfront and the remainder tied to specific milestones, including Mackay's public listing. The perpetual 1.5% NSR royalty provides ongoing exposure to any future production without operational costs or capital requirements.

The transaction strengthens Comstock's balance sheet, improving liquidity for their core development plans in the Dayton Consolidated and Lucerne resources. With a market cap of $66 million, this deal represents approximately 10% of the company's value while divesting non-core assets. The guaranteed monetization clause for the final $1 million payment protects against potential downside risks from share-based compensation.

Mining Industry Expert

The divestment of the Gold Hill and Occidental Lode claim groups demonstrates astute portfolio optimization. These Northern Targets, while valuable, weren't integral to Comstock's district-wide development strategy. The transaction allows management to concentrate resources on the more promising southern assets while maintaining upside exposure through the NSR royalty mechanism.

The timing aligns well with the current precious metals market cycle, particularly silver, where Comstock is positioning both its hard rock mining and metal recycling operations. The deal structure, combining immediate cash payments with future considerations and perpetual royalties, reflects sophisticated mining asset monetization that balances immediate capital needs with long-term value preservation.

VIRGINIA CITY, Nev., Dec. 20, 2024 (GLOBE NEWSWIRE) -- Comstock Inc. (NYSE: LODE) (“Comstock” and the “Company”) today announced it has executed a Membership Interest Purchase Agreement (the “MIPA”) to sell 100% of the northernmost patented and unpatented mining claims, mineral exploration rights and town lots (the “Northern Targets”) currently owned by Comstock’s wholly-owned subsidiary Comstock Northern Exploration, LLC., plus all of the 25% issued and outstanding membership interest that Comstock owns in Pelen LLC (“Pelen”) to Mackay Precious Metals Inc. (“Mackay”) for an aggregate purchase price of $2.75 million (the “Purchase Price”) and a 1.5% NSR production royalty from the sales of silver, gold, and all other valuable minerals and products extracted from these properties, in perpetuity.

The Company was paid $1.3 million in cash with another $0.45 million due before February 15, 2025, plus an additional $1.0 million that will be paid within 45 days of the completion of Mackay’s public listing, at the election of Mackay, in either cash or their publicly registered common shares. The monetized value of $1.0 million from the public listed shares is guaranteed by the value date of October 31, 2025.

On June 30, 2023, Comstock executed a Mineral Exploration and Mining Lease Agreement (“Mackay Lease”) with Mackay. Since June 30, 2023, Comstock has received cash of $3.2 million in initial and ongoing lease payments and will also receive an additional, final pro-rata lease payment associated with these properties of $0.5 million before February 15, 2025. The $3.7 million in total lease payments are in addition to the $2.75 million sale price. The parties terminated the Mackay Lease on December 18, 2024.

The Northern Targets encompass both the Gold Hill and Occidental Lode claim groups in Storey County, Nevada. Pelen owns certain claims adjacent to and/or relevant to these northern claim groups.

“Our Northern Targets were never an effective part of our district-wide development plans, so realizing nearly $6.5 million in consideration from this lease and subsequent sale, plus the retention of royalties in perpetuity, is extremely positive for Comstock, especially as we activate our plans for advancing the S-K 1300 compliant Dayton Consolidated and permitted Lucerne resources, and more aggressively expand the gold and silver potential in the southern part of the district,” said Corrado De Gasperis, Comstock’s executive chairman and chief executive officer. “We are bullish on our gold and silver resources, especially as both our hard rock and metal recycling activities aggressively expand into this silver cycle.”

About Comstock Inc.

Comstock Inc. (NYSE: LODE) commercializes innovative technologies that contribute to global decarbonization and the clean energy transition by efficiently converting under-utilized natural resources, primarily, woody biomass into low-carbon renewable fuels, end-of-life metal extraction and renewal, and generative AI-enabled advanced materials synthesis and mineral discovery for sustainable mining. To learn more, please visit www.comstock.inc.

Comstock Social Media Policy

Comstock Inc. has used, and intends to continue using, its investor relations link and main website at www.comstock.inc in addition to its Twitter, LinkedIn and YouTube accounts, as means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Contacts

For investor inquiries:
RB Milestone Group LLC
Tel (203) 487-2759
ir@comstockinc.com

For media inquiries:
Comstock Inc., Tracy Saville
Tel (775) 847-7573
media@comstockinc.com

Forward-Looking Statements

This press release and any related calls or discussions may include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, are forward-looking statements. The words “believe,” “expect,” “anticipate,” “estimate,” “project,” “plan,” “should,” “intend,” “may,” “will,” “would,” “potential” and similar expressions identify forward-looking statements but are not the exclusive means of doing so. Forward-looking statements include statements about matters such as: future market conditions; future explorations or acquisitions; future changes in our research, development and exploration activities; future financial, natural, and social gains; future prices and sales of, and demand for, our products and services; land entitlements and uses; permits; production capacity and operations; operating and overhead costs; future capital expenditures and their impact on us; operational and management changes (including changes in the Board of Directors); changes in business strategies, planning and tactics; future employment and contributions of personnel, including consultants; future land and asset sales; investments, acquisitions, joint ventures, strategic alliances, business combinations, operational, tax, financial and restructuring initiatives, including the nature, timing and accounting for restructuring charges, derivative assets and liabilities and the impact thereof; contingencies; litigation, administrative or arbitration proceedings; environmental compliance and changes in the regulatory environment; offerings, limitations on sales or offering of equity or debt securities, including asset sales and associated costs; business opportunities, growth rates, future working capital, needs, revenues, variable costs, throughput rates, operating expenses, debt levels, cash flows, margins, taxes and earnings. These statements are based on assumptions and assessments made by our management in light of their experience and their perception of historical and current trends, current conditions, possible future developments and other factors they believe to be appropriate. Forward-looking statements are not guarantees, representations or warranties and are subject to risks and uncertainties, many of which are unforeseeable and beyond our control and could cause actual results, developments, and business decisions to differ materially from those contemplated by such forward-looking statements. Some of those risks and uncertainties include the risk factors set forth in our filings with the SEC and the following: adverse effects of climate changes or natural disasters; adverse effects of global or regional pandemic disease spread or other crises; global economic and capital market uncertainties; the speculative nature of gold or mineral exploration, and lithium, nickel and cobalt recycling, including risks of diminishing quantities or grades of qualified resources; operational or technical difficulties in connection with exploration, metal recycling, processing or mining activities; costs, hazards and uncertainties associated with precious and other metal based activities, including environmentally friendly and economically enhancing clean mining and processing technologies, precious metal exploration, resource development, economic feasibility assessment and cash generating mineral production; costs, hazards and uncertainties associated with metal recycling, processing or mining activities; contests over our title to properties; potential dilution to our stockholders from our stock issuances, recapitalization and balance sheet restructuring activities; potential inability to comply with applicable government regulations or law; adoption of or changes in legislation or regulations adversely affecting our businesses; permitting constraints or delays; challenges to, or potential inability to, achieve the benefits of business opportunities that may be presented to, or pursued by, us, including those involving battery technology and efficacy, quantum computing and generative artificial intelligence supported advanced materials development, development of cellulosic technology in bio-fuels and related material production; commercialization of cellulosic technology in bio-fuels and generative artificial intelligence development services; ability to successfully identify, finance, complete and integrate acquisitions, joint ventures, strategic alliances, business combinations, asset sales, and investments that we may be party to in the future; changes in the United States or other monetary or fiscal policies or regulations; interruptions in our production capabilities due to capital constraints; equipment failures; fluctuation of prices for gold or certain other commodities (such as silver, zinc, lithium, nickel, cobalt, cyanide, water, diesel, gasoline and alternative fuels and electricity); changes in generally accepted accounting principles; adverse effects of war, mass shooting, terrorism and geopolitical events; potential inability to implement our business strategies; potential inability to grow revenues; potential inability to attract and retain key personnel; interruptions in delivery of critical supplies, equipment and raw materials due to credit or other limitations imposed by vendors; assertion of claims, lawsuits and proceedings against us; potential inability to satisfy debt and lease obligations; potential inability to maintain an effective system of internal controls over financial reporting; potential inability or failure to timely file periodic reports with the Securities and Exchange Commission; potential inability to list our securities on any securities exchange or market or maintain the listing of our securities; and work stoppages or other labor difficulties. Occurrence of such events or circumstances could have a material adverse effect on our business, financial condition, results of operations or cash flows, or the market price of our securities. All subsequent written and oral forward-looking statements by or attributable to us or persons acting on our behalf are expressly qualified in their entirety by these factors. Except as may be required by securities or other law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Neither this press release nor any related calls or discussions constitutes an offer to sell, the solicitation of an offer to buy or a recommendation with respect to any securities of the Company, the fund, or any other issuer.

FAQ

How much did Mackay Precious Metals pay for Comstock's Northern Targets (LODE)?

Mackay Precious Metals is paying $2.75 million for the Northern Targets, plus a 1.5% NSR production royalty. The total consideration, including lease payments, amounts to approximately $6.5 million.

What are the payment terms for Comstock's (LODE) Northern Targets sale?

The payment terms include $1.3 million in immediate cash, $0.45 million due by February 15, 2025, and $1.0 million payable within 45 days of Mackay's public listing, either in cash or shares.

What royalty will Comstock (LODE) retain from the Northern Targets sale?

Comstock will retain a 1.5% NSR (Net Smelter Return) production royalty from the sales of silver, gold, and other valuable minerals extracted from these properties, in perpetuity.

How much has Comstock (LODE) received in lease payments for the Northern Targets?

Comstock has received $3.2 million in lease payments since June 2023, with an additional final payment of $0.5 million due by February 15, 2025, totaling $3.7 million in lease payments.