CloudBreak Discovery Corp. Enters Heads of Agreement for Sale of Certain Assets

September 02, 2020 12:11 PM EDT | Source: 1308402 B.C Ltd.

Vancouver, British Columbia--(Newsfile Corp. - September 2, 2020) - CloudBreak Discovery Corp. ("CloudBreak" or the "Company") is pleased to an announce that it has entered into a non-binding heads of agreement (the "HOA") with Imperial X Plc ("Imperial X") that contemplates a transaction under which CloudBreak will vend certain assets to Imperial X in exchange for an aggregate of 149,568,502 Imperial shares at a price of £0.025 (approximately CAD$0.044) per share, representing aggregate consideration of approximately CAD$6,581,015.

The assets to be sold by CloudBreak to Imperial X pursuant to the transaction contemplated by the HOA are as follows:

  • La Blache Property - 10,000,000 common shares of Temas Resources Corp. and a 2% NSR royalty;
  • Caribou Property - 1,000,000 common shares of Norseman Capital Ltd. and a 2% NSR royalty;
  • Gold Vista Property - option to earn an interest in the Gold Vista Property;
  • Apple Bay Property - 4,000 common shares of Linceo Media Group Inc. and a 1.5% NSR royalty;
  • 450,000 preferred shares of Imperial Helium Corp.;
  • Silver Switchback Property - option to earn an interest in the Silver Switchback Property; and
  • Silver Vista Property - option to earn an interest in the Silver Vista Property.

The transaction represented by the HOA is subject to a number of conditions, including without limitation, completion of mutual due diligence and negotiation and execution of a definitive agreement to effect the transaction. The exact structure of transaction is subject to further due diligence and advice and may involve the acquisition of certain corporate entities holding such assets, should this be considered to be more efficient. The HOA may be terminated by either CloudBreak or Imperial X on providing seven days' prior written notice to the other party.

About CloudBreak Discovery Corp.

CloudBreak Discovery Corp. is focused on creating shareholder value through acquisition and monetization of prospective and underexplored mineral properties both domestically and internationally. The Company acquires undervalued assets both pre discovery and post discovery then works with 3rd party explorers and developers to advance the assets and build shareholder value.

On Behalf of the Board of Directors

Robert Meister
Chief Executive Officer
(604) 351-6647

Forward-Looking Information

Certain statements in this news release are forward-looking statements, including with respect to future plans, and other matters. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such information can generally be identified by the use of forwarding-looking wording such as "may", "expect", "estimate", "anticipate", "intend", "believe" and "continue" or the negative thereof or similar variations. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company, including but not limited to, business, economic and capital market conditions, the ability to manage operating expenses, and dependence on key personnel. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, anticipated costs, and the ability to achieve goals. Factors that could cause the actual results to differ materially from those in forward-looking statements include, the continued availability of capital and financing, litigation, failure of counterparties to perform their contractual obligations, loss of key employees and consultants, and general economic, market or business conditions. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The reader is cautioned not to place undue reliance on any forward-looking information.

The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/63097

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