Medallion Resources licence transfer agreement
2021-06-22 19:03 ET - Property Agreement
The TSX Venture Exchange has accepted for filing documentation pertaining to a licence transfer agreement dated Feb. 17, 2021, between Medallion Resources Ltd., Medallion Research USA Inc. (as transferee) and Hasler Ventures LLC (as transferor), whereby the company has agreed to acquire all the exclusive rights, title and interest in and to Purdue Research Foundation-developed rare earth element (REE) separation and purification technologies.
Under the terms of the agreement, the company will make: (i) cash payments of $7,500; (ii) the issuance of up to one million common shares; and (iii) exploration expenditures of $450,000 (U.S.) over the course of three years on achievement of various technical milestones. The quarterly royalty is also payable on the gross receipts to the transferor as follows:
- 2-per-cent royalty on the first $1-million (U.S.) of gross receipts;
- 2.5-per-cent royalty on the cumulative U.S.-dollar gross receipts from $1,000,001 (U.S.) to $50-million (U.S.);
- 3-per-cent royalty on cumulative gross receipts in excess of $50-million (U.S.);
- A guaranteed minimum royalty of $75,000 (U.S.) per annum beginning with the calendar year following the calendar year in which the first sale of licensed product occurs.
Additionally, the company will pay:
- $50,000 (U.S.) as an annual licence maintenance fee commencing after the first three calendar years during the term of the agreement, continuing through, and including, the calendar year in which the first sale of licensed product occurs;
- A fee of 1.5 per cent of the consideration value of any major transaction such as merger or sale;
- A fee of 25 per cent of any consideration received from a sub licensee.
For further details, please refer to the company's news releases dated Feb. 18, 2021, and June 2, 2021.
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