Battery Mineral Resources Announces Closing of Sale of Gowganda Claims to Nord Precious Metals

Rhea-AI Summary

Battery Mineral Resources (OTCQB: BTRMF) closed the sale of its 100% indirect interest in four Gowganda mining leases, including a silver tailings project, to Nord Precious Metals on March 31, 2026.

Consideration comprised $1,000,000 cash, 4,401,408 Nord shares (deemed $0.284/share, $1,250,000), a 3.0% NSR, and $3,750,000 deferred across years 1–3. Up to 50% of each deferred payment may be paid in Nord shares (statutory four months plus one day hold). Transaction closed under an amended definitive agreement and remains subject to final TSXV approval.

Positive

• $1,000,000 cash upfront from Nord
• 4,401,408 Nord shares issued (deemed $0.284/share, $1,250,000)
• $3,750,000 deferred consideration payable over three annual anniversaries
• 3.0% net smelter returns royalty retained on the Gowganda project

Negative

• Completion remains subject to final TSXV approval
• Up to 50% of each deferred payment may be paid in Nord shares at Nord's election, creating payment-type uncertainty
• Nord shares issued to Battery will have a four months + one day statutory hold limiting immediate liquidity

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In the Apr 1 session, BTRMF gained 6.86%, reflecting a notable positive market reaction.

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Vancouver, British Columbia--(Newsfile Corp. - March 31, 2026) - Battery Mineral Resources Corp. (TSXV: BMR) (OTCQB: BTRMF) ("Battery" or "BMR" or the "Company") is pleased to announce that it has closed its previously announced sale (the "Transaction") of the Company's 100% indirect interest in four mining leases within the historic Gowganda mining camp of Northern Ontario including the silver tailings project to Nord Precious Metals Mining Inc. ("Nord").

Transaction Summary

The Transaction was completed by way of amended and restated definitive agreement dated March 31, 2026 (the "Definitive Agreement"). Nord has acquired from Battery's wholly owned subsidiary, North American Cobalt Inc., four mining leases (LEA-109391 – LEA109394) comprising the Gowganda silver tailings project on an "as-is where-is" basis for the following consideration:

• $1,000,000 cash;
• 4,401,408 Nord shares at a deemed price equal to $0.284 per share for aggregate consideration of $1,250,000;
• a 3.0% net smelter returns royalty on the Gowganda silver tailings project; and
• deferred consideration of $1,250,000 on each of the first, second and third anniversaries of the closing date of the Transaction (the "Deferred Consideration") for aggregate Deferred Consideration of $3,750,000.

At the election of Nord, up to 50% of each Deferred Consideration may be satisfied in Nord common shares, up to an aggregate maximum of 10,938,610 common shares, at a deemed price per share equal to the greater of: (i) the 25-day volume-weighted average trading price per Nord common share on the TSX Venture Exchange (the "TSXV") ending on the last trading day preceding the applicable payment date, and (ii) the minimum price permitted by the TSXV. The Nord common shares to be received by the Company will be subject to a statutory hold period of four months and one day from the date of issuance.

The Transaction is an arms-length transaction for the Company, and no finder fees are payable in connection with the Transaction. Completion of the transaction remains subject to receipt of final approval of the TSXV.

About Battery Mineral Resources Corp.

Battery is operating the Punitaqui Mining Complex, a historic copper, gold, and silver producing mine in the Coquimbo region of Chile. The Company's portfolio also includes 100%-owned ESI Energy Services Inc. and North American mineral exploration assets. The Company is focused on providing shareholders with accretive exposure to copper and the global trend of electrification while targeting growth through cash flow, exploration and acquisitions in favorable mining jurisdictions. Further information about BMR and its projects can be found on www.bmrcorp.com.

For more information, please contact:
Lazaros Nikeas, CEO
+1 672 887-5010
info@bmrcorp.com

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.

Forward-Looking Statements

This news release includes certain "forward-looking statements" under applicable securities laws. Forward-looking statements in this news release include, but are not limited to, statements regarding the Deferred Consideration and the anticipated benefits of the Transaction. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections of the Company on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements, and the parties have made assumptions and estimates based on or related to many of these factors. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements contained herein, whether as a result of new information or future events or otherwise, except as may be required by law. For further information regarding the risks please refer to the risk factors discussed in the Company's most recent Management Discussion and Analysis filed on SEDAR+.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/290807

FAQ

What did Battery Mineral Resources (BTRMF) receive from Nord in the Gowganda sale on March 31, 2026?

Battery received $1,000,000 cash, 4,401,408 Nord shares, a 3.0% NSR, and $3,750,000 deferred payable over three years. According to the company, the share component was deemed at $0.284 per Nord share.

How is the $3,750,000 deferred consideration structured for BTRMF in the Nord transaction?

Deferred consideration is $1,250,000 payable on each of the first three anniversaries of closing. According to the company, Nord may elect to satisfy up to 50% of each payment in common shares.

What liquidity limits apply to the Nord shares issued to Battery Mineral Resources (BTRMF)?

Nord common shares issued to Battery are subject to a statutory hold period of four months and one day. According to the company, this restricts sale of those shares until the hold expires.

Does the Gowganda sale to Nord include any retained royalties for Battery Mineral Resources (BTRMF)?

Yes. Battery retained a 3.0% net smelter returns (NSR) royalty on the Gowganda silver tailings project. According to the company, the NSR is part of the transaction consideration.

Is the Gowganda sale by Battery Mineral Resources (BTRMF) final and unconditional?

The transaction has closed under the amended agreement but remains subject to final TSXV approval. According to the company, no finder fees are payable and the sale was completed on an as-is where-is basis.

Can the deferred payments in the Nord purchase of Gowganda be paid in shares to Battery Mineral Resources (BTRMF)?

Yes. At Nord's election, up to 50% of each deferred payment may be paid in Nord shares, subject to an aggregate share cap and deemed pricing rules. According to the company, a maximum of 10,938,610 shares may be issued.