Genius Properties Ltd.

Genius Properties Ltd.

January 04, 2017 07:30 ET

Genius Announces the Completion of Its Due Diligence on Mt. Cameron

MONTREAL, QUEBEC--(Marketwired - Jan. 4, 2017) - Genius Properties Ltd. (CSE:GNI)(CSE:GNI.CN) ("Genius" or the "Corporation") is pleased to announces that it has completed its due diligence with respect to its proposed option to acquire all of Mt. Cameron Minerals Inc. ("Mt. Cameron")'s interest in the Mt. Cameron Graphite Deposit (the "Property"), which was previously announced in the Corporation's news release dated October 18, 2016. The Company intends to proceed in settling the terms of the acquisition with Mt. Cameron in a formal option agreement (the "Definitive Agreement", which will replace the current binding letter of intent dated October 14, 2016 (the "LOI").

Under the terms of the Agreement, Genius will have the option (the "Option") to acquire up to a 100% interest in the Property.

In order to exercise the Option and acquire a participating interest (the "Initial Interest") for 80% of the Property, in addition to the aggregate cash payments of $125,000 and the issuance of 4,000,000 common shares of the Corporation at a deemed price of $0.05 per share which have been completed in accordance with the terms of the LOI and the assignment agreement dated October 17, 2016, the only remaining obligations of Genius are to:

  • incur $500,000 work expenditures on or before December 31, 2017 and an additional $500,000 on or before December 31, 2018; and

  • grant a 3% net smelter return royalty (the "Royalty") on the Property, which the Corporation shall have the right to purchase 2.5% for a sum of $2,000,000.

Following the exercise of the Initial Option, the Corporation can acquire an additional 20% interest in the Property, through the acquisition of Mt. Cameron, (the "Additional Option") in exchange for a cash payment of $600,000 on or before December 31, 2016 or $700,000 thereafter but no later than December 31, 2018.

Jimmy Gravel, the President and CEO of the Corporation, stated: "We are excited to be moving forward with the Mt. Cameron project and expand our footprint in Nova Scotia. We will ensure our work effort is distributed efficiently in order to advance this project, which we strongly believe in, together with Mt. Cameron's stakeholders."

All securities issued in connection with the Option are subject to a four month hold period expiring May 4, 2017.

Lastly please note that in addition to the finder's fee disclosed in the Corporation press release dated December 30, 2016, the Corporation issued an additional 156,640 common share purchase warrants entitling the holder thereof to common shares of the Corporation at a price of $0.05 until December 30, 2018.

About Genius Properties

Genius is a Canadian mineral exploration company focused on developing projects with some of the world's most critical metals and minerals for use in various industries including in particular, batteries for storing electrical energy and the raw materials essential for Lithium-ion battery production.

Cautionary Statements Regarding Forward-Looking Information

This news release contains forward-looking information within the meaning of applicable Canadian securities laws. All information other than historical fact is forward-looking information. Forward-looking information relates to future events or future performance and is based on GNI current internal expectations, estimates, projections, assumptions and beliefs. Forward-looking information is often, but not always, identified by the use of words such as "expect", "project", "proposed", "intend", "seek", "anticipate", "budget", "plan", "continue", "estimate", "forecast", "may", "will", "predict", "potential", "targeting", "could", "might", "should", "believe" and similar expressions. Although management considers the assumptions and estimates, reflected in forward-looking information, to be reasonable, based on information currently available, there can be no assurance that such information will prove to be correct. As a consequence, actual results may differ materially from those anticipated.

Undue reliance should not be placed on forward-looking information which is inherently uncertain, and subject to known and unknown risks and uncertainties (both general and specific) and other factors that contribute to the possibility that the future events or circumstances contemplated by the forward looking information will not occur or that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These risks include, but are not limited to risks associated with general economic conditions, the actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, future metal prices, financial risks and substantial capital requirements. Further information regarding certain of these risks (as well as risks relating generally to the Company's business) may be found under the headings "Risks and Uncertainties", "Forward-Looking Information" and "Financial risk factors" in the latest Company's Management's Discussion & Analysis on Readers are cautioned that the foregoing list of factors that may affect future results is not exhaustive. The forward-looking statements contained in this news release are made as of the date hereof and GNI does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, except as required by applicable law. The forward-looking statements contained herein are expressly qualified by this cautionary statement.

Neither the CSE nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

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