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Silver Elephant Mining Corp. — Regulatory Filings 2021
Jan 22, 2021
43875_rns_2021-01-22_7c241ca8-24c1-4b7a-9429-bc1973cc5e95.pdf
Regulatory Filings
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BC FORM 51-102F3
MATERIAL CHANGE REPORT
ITEM 1. NAME AND ADDRESS OF COMPANY Silver Elephant Mining Corp. Suite 1610 – 409 Granville Street Vancouver, BC V6C 1T2
ITEM 2. DATE OF MATERIAL CHANGE January 22, 2021
ITEM 3. NEWS RELEASE The news release dated January 22, 2021 was disseminated through ACCESSWIRE Canada Ltd. and filed on SEDAR on January 22, 2021.
ITEM 4. SUMMARY OF MATERIAL CHANGE The Company announced that it has entered into a binding definitive Asset Purchase Agreement (the “APA”) with Victory Nickel Inc. (“Victory Nickel”) to acquire the Minago Nickel Project located in Thompson nickel belt (“TNB”), Manitoba, Canada (the “Minago Project”).
Proposed Transaction Summary Subject to the terms of the APA, the Company has agreed to acquire the Minago Project from Victory Nickel for aggregate consideration of US$11,675,000, which consists of a US$6,675,000 (“Property Payment”) credit against certain secured debt owed by Victory Nickel to the Company at closing and US$5,000,000 in Silver Elephant common shares (“Consideration Shares”) to be issued over a one-year period.
Additionally, the Company will agree to issue to Victory Nickel C$2,000,000 in Silver Elephant common shares, upon the price of nickel exceeding US$10 per pound for 30 consecutive business days, occurring before December 31, 2023.
At closing, pursuant to the APA, the Company will also subscribe for 40,000,000 common shares of Victory Nickel (each, a “VN Share”) at a price per VN Share of $0.025 for consideration of C$1,000,000.
Closing of contemplated transaction is expected by February 9, 2021, and subject to customary closing conditions, including the final approval of the Toronto Stock Exchange and Canada Stock Exchange.
ITEM 5. FULL DESCRIPTION OF MATERIAL CHANGE Please refer to the Company’s news release dated January 22, 2021, which is available for review under the Company’s SEDAR profile at www.SEDAR.com.
ITEM 6. RELIANCE ON SUBSECTION 7.1(2) OR 7.1(3) OF NATIONAL INSTRUMENT 51-102 Not applicable
ITEM 7. OMITTED INFORMATION Not applicable
ITEM 8. SENIOR OFFICER Contact: Brigitte McArthur, Corporate Secretary Telephone: (604) 569-3661 Email: [email protected]
ITEM 9. DATE OF REPORT January 22, 2021