• Braveheart Resources Inc.

Braveheart Resources and Cadillac Ventures Enter Share Purchase Amending Agreement for the Purchase and Sale of Thierry Mine Project and Cadillac terminates Earn-In Option Agreement with Northern Fox Resources

December 18, 2020

Calgary, Alberta; Toronto, Ontario--(Newsfile Corp. – December 18, 2020) – Braveheart Resources Inc. (TSXV: BHT) (OTCQB:RIINF) (“Braveheart”) and Cadillac Ventures Inc. (TSXV:CDC) (OTC:CADIF) (“Cadillac”) are pleased to announce that they have amended the definitive share purchase agreement (the “Definitive Agreement”) with respect to the previously announced (see Braveheart press release of August 18, 2020) purchase by Braveheart of a 100% interest in the Thierry Mine Project (the “Thierry Project”) near Pickle Lake, Ontario from Cadillac (see Cadillac press releases of August 18, 2020, October 21, 2020 and November 12, 2020).

The Definitive Agreement for Braveheart to purchase all the shares of Cadillac Ventures Holdings Inc., Cadillac’s wholly-owned subsidiary which owns the Thierry Project, is being amended to provide that the amount of the purchase price shall be an aggregate of (1) $275,000 cash to Cadillac on the closing date, which represents an unchanged $300,000 net of the $25,000 advanced; (2) Braveheart will issue 11,000,000 Braveheart common shares (reduced from 13,500,000 shares) to Cadillac on the closing date; (3) Braveheart will issue up to an additional 2,500,000 Braveheart common shares following delivery of the pending Updated Rehabilitation Plan to the Ministry of Energy, Northern Development and Mines of Ontario (“MENDM”) for Thierry, with the number of potential Braveheart shares to be reduced from 2,500,000 based on 50% of the amount of additional financial assurance that needs to be posted with MENDM, above the $400,000 as reflected in such plan and using the closing price of the BHT Shares on the date of the Updated Rehabilitation Plan, and Cadillac shall also reimburse Braveheart in cash to the extent that the additional financial assurance exceeds the value of the 2,500,000 Braveheart common shares; and (3) the 2% NSR Royalty grant is unchanged.  

The Thierry Project is a past-producing copper and nickel mine located approximately 15 km west of Pickle Lake, Ontario and accessible on a year-round basis by paved and all-weather roads.  The property is approximately 4,700 hectares in size and contains a NI 43-101 mineral resource.  There is a municipal airport, nearby rail system and provincial power grid within eight km of the mine.  The underground infrastructure includes a three-compartment shaft, production decline to 520 metres below surface and lateral developments on three levels.  The underground workings are currently flooded.

The Thierry Project transaction is expected to close in December 2020 and is subject to regulatory and third party approvals and customary conditions precedent.

Cadillac also announces that the Earn In Option Interest Assignment Agreement (the “Agreement”) (see press release of December 9, 2019) between Cadillac and Northern Fox Resources Inc. (“NFR”) has been terminated (see press release of September 30, 2020). The Agreement was terminated due to NFR not meeting conditions of the Agreement within the appropriate time periods. Further to the Cadillac press release of September 30, 2020, pursuant the September 28, 2020 Agreement, Cadillac is applying the funds that NFR formerly spent on the Thierry Mine Property (the “Property”) under the Agreement to subscribe for 9,700,000 Cadillac common shares at $0.05 per share. NFR retains no interest in the Property. Pursuant the Agreement, Cadillac received 10,000,000 shares of NFR. The hold period for applicable securities is four months following the date of issuance. The common shares will be issued upon TSX Venture Exchange approval. NFR did not formerly own any shares in Cadillac.

About Braveheart Resources Inc.
Braveheart is a Canadian based junior mining company focused on building shareholder value through exploration and development in favourable and proven Canadian mining jurisdictions. Braveheart’s main asset is the Bull River Mine project near Cranbrook, British Columbia which has a current mineral resource containing copper, gold and silver.
 
About Cadillac Ventures Inc.
Cadillac Ventures Inc. is an exploration company listed on the TSX-V.  Following the sale of Cadillac Ventures Holdings Inc. Cadillac’s asset is the Burnt Hill Tungsten property located in New Brunswick, which contains a NI 43-101 mineral resource.  Cadillac is presently valuating other mineral opportunities.

Contact Information
Braveheart Resources Inc.
Ian Berzins
President & Chief Executive Officer
1-403-512-8202
admin@braveheartresources.com
Website: www.braveheartresources.com

Contact Information
Cadillac Ventures Inc.
Norman Brewster
President & Chief Executive Officer
1-905-837-2000
norman@cadillacventures.com

For more investor information on Braveheart, please contact
Kevin Shum
O: +1-647-725-3888 Ext 702
M: +1-604-376-0323
E: kevin@jeminicapital.com
E: info@jeminicapital.com

Caution Regarding Forward-Looking Information
This news release includes certain information that may constitute “forward-looking information” under applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements about completion of the purchase of the Thierry project, strategic plans, future work programs and objectives and expected results from such work programs. Forward-looking information necessarily involve known and unknown risks, including, without limitation: Cadillac receiving the requisite shareholder approval; satisfaction of the other closing conditions of the Thierry Project transaction; risks associated with general economic conditions; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; and other risks.

Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information and the risks identified in the Company’s continuous disclosure record. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information contained in this news release is given as of the date hereof and is based upon the opinions and estimates of management and information available to management as at the date hereof. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this new release.