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Talon Metals — Capital/Financing Update 2025
Mar 28, 2025
44209_rns_2025-03-28_b5e6cc5b-eab9-4398-ac41-0c5271a5d59e.pdf
Capital/Financing Update
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THIS AMENDMENT TO ROYALTY AGREEMENT (the “2024 Amendment”) is made with effect as of July 5, 2024. (the “Execution Date”).
BETWEEN:
TALON NICKEL (USA) LLC, a limited liability company formed under the laws of Delaware
(hereinafter referred to as the “Grantor”)
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TALON METALS CORP., a corporation incorporated under the laws of the British Virgin Islands,
(hereinafter referred to as the “Parent”)
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CLOUDMINE HOLDINGS LIMITED, a corporation incorporated under the laws of the British Virgin Islands,
(hereinafter referred to as “Cloudmine”)
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TALON METALS (USA) INC., a corporation incorporated under the laws of Delaware,
(hereinafter referred to as “Talon USA”, and together with the Parent and Cloudmine, the “Guarantors”)
- and -
TF R&S CANADA LTD. (formerly 10782343 Canada Limited), a corporation incorporated under the laws of Canada
(hereinafter referred to as the “Holder”).
WITNESSES THAT:
WHEREAS the Holder, the Grantor and the Guarantors (the “Parties”) entered into a royalty agreement dated as of March 7, 2019 (the “Original Royalty Agreement”) pursuant to which the Grantor agreed to, inter alia, create, grant and convey to the Holder the NSR Royalty (with the designated percentage being 3.5%);
AND WHEREAS in connection with the Grantor’s exercise of a buy back right under the Original Royalty Agreement, the designated percentage of the NSR Royalty was reduced to 1.85% and the
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Parties entered into an amended and restated royalty agreement dated as of February 15, 2022 (the "Royalty Agreement");
AND WHEREAS the Parties wish to set out the terms and conditions of their agreement as to a further amendment to the Royalty Agreement;
NOW THEREFORE in consideration of the mutual covenants and agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties hereto, the Parties mutually agree as follows:
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Definitions and Interpretation. All terms used but not otherwise defined herein and defined in the Royalty Agreement shall have the same meaning herein as in the Royalty Agreement. As used herein, the singular shall include the plural and the plural shall include the singular as the context may require.
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Amendment to the Royalty Agreement. The Holder, the Grantor and the Guarantors agree that the Royalty Agreement shall be amended as follows:
(a) The following new definition is included in the Section 1.1 of the Royalty Agreement as a new definition:
"TF US Royalty Agreement" the royalty agreement dated on or around July 5, 2024 between the Grantor, the Guarantors and Triple Flag USA Royalties Ltd., as may be further amended and supplemented, modified, varied, restated or replaced from time to time;
(b) The definition of "Grantor's Percentage" in Section 1.1 of the Royalty Agreement is hereby deleted in its entirety and replaced with the following paragraph:
"Grantor's Percentage" means the Grantor's Interest expressed as a percentage of the interests of the participants in the Joint Venture pursuant to the Option Agreement or a Successor Joint Venture. Notwithstanding the foregoing, for purposes of this Agreement, the Grantor's Percentage shall at all times be deemed to be 60%.
(c) The following sub-paragraphs 8 to 10 are added after paragraph 7 of the definition of "Permitted Encumbrances" in Section 1.1 of the Royalty Agreement:
"8. any Encumbrance on the Grantor's real property and personal property assets created pursuant to the terms of that certain Assistance Agreement dated May 1, 2023, Award No. DE-MS0000003, awarded to the Grantor by the U.S. Department of Energy, Manufacturing & Energy Supply Chain, as sponsoring office, as such agreement may be amended, modified or supplemented from time to time;
- any Encumbrance in favour of Triple Flag USA Royalties Ltd. as security for the Grantor's or other Talon Entities' obligations under or in connection with the TF US Royalty Agreement; and
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any Encumbrance (i) of a collecting bank arising under Section 4-210 of the Uniform Commercial Code on items in the course of collection, and (ii) in favor of a banking institution arising as a matter of law encumbering deposits (including the right of setoff) that are customary in the banking industry."
(d) “Her Majesty, Queen Elizabeth II” shall be deleted and replaced with “His Majesty, King Charles III” in Section 2.4 of the Royalty Agreement.
(e) The last sentence of Section 3.1 of the Royalty Agreement is deleted in its entirety and replaced with the following:
“Subject to Section 8.1(f), if the Grantor’s Interest has been converted to the JVSA Net Smelter Returns Royalty, then in lieu of the aforesaid formula, the Grantor shall assign to the Holder the JVSA Net Smelter Returns Royalty and the provisions of the royalty agreement applicable thereto shall be substituted for all of the provisions of this Agreement.”
(f) The following paragraph is added as sub-paragraph (p) to Section 8.2 of the Royalty Agreement:
“(p) an Event of Default (as defined in the TF US Royalty Agreement) occurs under the TF US Royalty Agreement;”
(g) Schedule “A” of the Royalty Agreement is deleted in its entirety and replaced with the Schedule “A” attached to this 2024 Amendment.
- Confirmation. The Grantor and the Guarantors hereby consent to the amendments to the Royalty Agreement set out in this 2024 Amendment, and the terms and conditions thereof, and acknowledge, confirm and agree that notwithstanding the terms and conditions of this 2024 Amendment and the execution and delivery of this 2024 Amendment by the Parties:
(a) all adjustments or modifications to the obligations underlying any guarantees granted by such Person in favour of the Holder have been made and are permitted under the terms and conditions of such guarantee;
(b) any guarantees granted by such Person in favour of the Holder shall, in each case, be and remain in full force and effect (except as amended hereby) as a valid and binding continuing guarantee in accordance with the terms of such guarantee without impairment or novation thereof for all present and future debts and liabilities, direct or indirect or otherwise now or at any time or from time to time hereafter due or owing under the Royalty Agreement; and
(c) all of the Security Documents shall continue in full force and effect unamended and shall, in each such case, be deemed to be granted as security for all present and future debts and liabilities, direct or indirect or otherwise now or at any time or from time to time hereafter due or owing from such Person (in accordance with the terms of such Security Documents) to the Holder under the Royalty Agreement
(provided that nothing herein shall amend any limit on liability of such Person set forth in such Security Documents).
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Acknowledgement. The Parties acknowledge that except as otherwise expressly indicated herein, the Royalty Agreement shall continue unamended and without novation and remain in full force and effect and, except as amended and supplemented by this 2024 Amendment, the Security Documents and the other Transaction Documents are in all respects confirmed, ratified and preserved. The provisions of this 2024 Amendment shall not operate to in any way limit or otherwise restrict the rights and remedies of the Holder in respect of the payment and performance of any indebtedness, liabilities or obligations of the Grantor, the Guarantors or any other Person to the Holder under the Royalty Agreement prior to the entering into, execution and delivery of the Royalty Agreement.
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Further Assurances. The Grantor and the Guarantors shall at all times hereafter at the reasonable request of the Holder execute and deliver all such further documents and instruments and shall do and perform such acts as may be necessary to give full effect to the intent and meaning of this 2024 Amendment including without limitation, all such further documents, certificates and instruments as considered necessary or desirable by the Holder to preserve, protect or perfect the Security Documents.
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Successors and Assigns. This 2024 Amendment shall be binding upon the Grantor and the Guarantors and their respective successors and permitted assigns and shall ensure to the benefit of each of the Holder and its successors and assigns.
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Severability. The provisions of this 2024 Amendment are intended to be severable. If any provision hereof is held to be invalid or unenforceable in whole or in part in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction.
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Survival of Representations, Warranties and Covenants. All agreements, representations, warranties, indemnities and covenants made by any party in this 2024 Amendment or in any certificate, instrument or document delivered by or on behalf of a party pursuant hereto shall be considered to have been relied upon by the recipient thereof notwithstanding any investigation made at any time by or on behalf of such recipient and shall survive the execution and delivery of this 2024 Amendment and continue in full force and effect without termination.
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Modifications; Waiver. Any amendment or modification or waiver of any right under any provision hereof shall be in writing and signed by the Parties hereto. Any waiver hereunder shall be effective only for the specific purpose for which it is given and for the specific time period, if any, contemplated in such waiver. No failure or delay by any party in exercising any right, power or privilege hereunder shall operate as a waiver of such right, power or privilege and any waiver of any breach of the provisions hereof shall be without prejudice to any rights with respect to any other further breach.
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Notices. All notices hereunder shall be given and received as provided in Section 15.1 of the Royalty Agreement.
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Governing Law. This 2024 Amendment is governed by, and is to be interpreted, construed and enforced in accordance with, the laws of the Province of Ontario and the federal laws of Canada applicable therein, excluding any rule or principle of conflicts of law that may provide otherwise.
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Counterparts. This 2024 Amendment may be executed in counterparts and by different Parties in separate counterparts, each of which when so executed shall be deemed an original and all of which, when taken together, shall constitute one and the same instrument.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF the Parties have executed this Agreement as of the day and year first written above.
TALON NICKEL (USA) LLC
By: “signed”
Name: Warren Newfield
Title: Manager
TALON METALS CORP.
By: “signed”
Name: Warren Newfield
Title: Director
CLOUDMINE HOLDINGS LIMITED
By: “signed”
Name: Warren Newfield
Title: Director
TALON METALS (USA) INC.
By: “signed”
Name: Warren Newfield
Title: Director
TF R&S CANADA LTD.
By: “signed”
Name: C. Warren Beil
Title: Director
2024 Amendment to Royalty Agreement
Schedule “A”
DESCRIPTION OF THE PROPERTY
State Lease Details
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| MM 9765-P | 9/7/2000 | 50 years | 3.95% | N/A | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 3: Lot 3, NE/4SW/4, SW/4SW/4 Minerals and mineral rights Sec. 3: Lots 1-2, S/2NE/4, SE/4NW/4, SE/4SW/4, SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 482.26 |
| MM 9766-P | 9/7/2000 | 50 years | 3.95% | N/A | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 10: NE/4NW/4, S/2NW/4, NW/4SE/4 Minerals, mineral rights and surface Sec. 10: SW/4, NE/4 Minerals and mineral rights Sec. 10: NW/4NW/4, NE/4SE/4, S/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 640 |
| MM 9767-P | 9/7/2000 | 50 years | 3.95% | N/A | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 14: N/2NE/4 Minerals, mineral rights and surface Sec. 14: N/2SE/4, SE/4SE/4, S/2NE/4, NW/4, NE/4SW/4, NW/4SW/4 except 2.58 acres for highway right-of-way, E/2SE/4SW/4 Minerals and mineral rights Sec. 14: SW/4SW/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 577.42 |
| MM 9768-P | 11/9/2005 | 50 years | 3.95% | N/A | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 15: SW/4NE/4, NE/4NW/4 except 3.17 acres for railroad right-of-way, NW/4NW/4 except 2.14 acres for railroad right-of-way Minerals and mineral rights Sec. 15: NE/4NE/4 except 0.80 acres for railroad right-of-way, NW/4NE/4 except 3.17 acres for railroad right-of-way, SE/4NE/4, SE/4SW/4, SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 430.72 |
| MM 9849-N | 9/6/2001 | 50 years | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 34: NE/4NE/4, E/2NW/4 Minerals, mineral rights and surface Sec. 34: W/2NW/4, NW/4NE/4, SW/4 Minerals and mineral rights Sec. 34: S/2NE/4, SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 640.00 |
| MM 10002-N | 6/5/2003 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 2: Lots 1-4, S/2NE/4, S/2NW/4, S/2 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 605.04 |
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| MM 10003-N | 6/5/2003 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 4: SW/4NE/4, SE/4NE/4, SW/4SW/4, N/2SE/4 Minerals and mineral rights Sec. 4: Lots 2-4, S/2NW/4, N/2SW/4, S/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 505.85 |
| MM 10004-N | 6/5/2003 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 9: S/2NE/4, NE/4NW/4 Minerals and mineral rights Sec. 9: N/2NE/4; SE/4NW/4, that part commencing at NW corner, thence S along W line of SE/4NW/4 206 ft to Round Lake Road the point of beginning, thence S along same W line a distance of 427 ft, thence deflect left 73° a distance of 612.5 ft, thence deflect left 87° 10 minutes a distance of 400 ft to centre of Round Lake Road, thence deflect left 92° along said road a distance of 762 ft to point of beginning; W/2SW/4; SE/4SW/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 326.50 |
| MM 10005-N | 6/5/2003 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 11: All Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 640.00 |
| MM 10006-N | 6/5/2003 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 16: N/2NE/4, SW/4NE/4, W/2, SE/4 Minerals and mineral rights | 600.00 |
| MM 10007-N | 6/5/2003 | 50 years | 3.95% | 0.40% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 27: W/2NW/4, SE/4 Minerals and mineral rights Sec. 27: SE/4NW/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 280.00 |
| MM 10008-N | 6/5/2003 | 50 years | 3.95% | 0.40% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 28: NE/4, NE/4SE/4, SW/4SE/4 Minerals, mineral rights and surface Sec. 28: E/2NW/4, NE/4SW/4 Minerals and mineral rights Sec. 28: W/2SW/4, SE/4SW/4, NW/4SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 520.00 |
| MM 10009-N | 6/5/2003 | 50 years | 3.95% | 0.30% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 33: N/2NE/4SE/4 Minerals and mineral rights Sec. 33: W/2NE/4, W/2, W/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 500.00 |
| MM 10010-N | 6/5/2003 | 50 years | 3.95% | 0.30% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 35: E/2NE/4, SW/4NE/4, SW/4, NE/4SE/4 except coal and iron, NW/4SE/4 except coal and iron, SW/4SE/4 except coal and iron, SE/4SE/4 | 440.00 |
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| except coal and iron Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | |||||||
| MM 10202-N | 6/21/2008 | 50 years | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 22: N/2SW/4 Minerals, mineral rights and surface Sec. 22: NW/4, SW/4SW/4, E/2NE/4 Minerals and mineral rights | 360.00 |
| MM 10203-N | 6/21/2008 | 50 years | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 26: E/2NE/4, W/2NE/4, E/2NW/4, NE/4SW/4, NW/4SE/4 Minerals and mineral rights Sec. 26: W/2SW/4, SE/4SW/4, NE/4SE/4, S/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 560 |
| MM 10204-N | 6/21/2008 | 50 years | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 29: SW/4NW/4, E/2SW/4, SW/4SW/4, W/2SE/4, undivided ½ interest in N/2NW/4 Minerals and mineral rights Sec. 29: E/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 400.00 |
| 10205-N | 6/21/2008 | 50 years | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 32: E/2SE/4 Minerals, mineral rights and surface Sec. 32: N/2, SW/4, W/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 640.00 |
| MM 10252-N | 9/30/2009 | 50 years | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 22: W/2NE/4 Minerals and mineral rights, except coal and iron | 80.00 |
| MM 10253-N | 9/30/2009 | 50 years | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 23: All Minerals and mineral rights, except coal and iron | 640.00 |
| MM 10315 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 1: SE/4NE/4, NE/4SE/4 Minerals and mineral rights Sec. 1: Lots 2-4, SW/4NE/4, S/2NW/4, SW/4, W/2SE/4, SE/4SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 588.30 |
| MM 10316 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 7: Lots 1-4, E/2, E/2NW/4, E/2SW/4 Minerals and mineral rights | 626.07 |
| MM 10317 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 8: E/2SW/4 Minerals, mineral rights and surface Sec. 8: S/2NE/4, NW/4, W/2SW/4, SE/4 Minerals and mineral rights | 560.00 |
| MM 10318 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 12: NW/4NE/4, N/2NW/4 Minerals, mineral rights and surface Sec. 12: SE/4NE/4, SW/4SW/4 Minerals and mineral rights Sec. 12: NE/4NE/4 Minerals and mineral | 240.00 |
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| rights, including the interest in the surface thereof owned by the State, if any | |||||||
| MM 10319 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 13: N/2NE/4, W/2NW/4 Minerals and mineral rights Sec. 13: NE/4SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 200.00 |
| MM 10335 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 4: Lots 3-4, SW/4NW/4, NW/4SW/4, NE/4SE/4 Minerals, mineral rights and surface Sec. 4: SE/4NE/4, SE/4SE/4, SW/4SE/4 Minerals and mineral rights Sec. 4: Lots 1-2, SW/4NE/4, SE/4NW/4, NE/4SW/4, S/2SW/4, NW/4SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 610.96 |
| MM 10340 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 9: NE/4NE/4, SW/4NE/4 except the north 100 ft, SE/4NE/4 except the N 100 ft, NE/4NW/4, S/2SW/4 Minerals and mineral rights Sec. 9: NW/4NE/4, SW/4NE/4 the N 100 ft, SE/4NE/4 the N 100 ft, W/2NW/4, SE/4NW/4, N/2SW/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 480.00 |
| MM 10344 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 18: Lots 3-6, N/2NE/4, SE/4NE/4, E/2SE/4 Minerals and mineral rights Sec. 18: SW/4NE/4, W/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 438.97 |
| MM 10346 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 25: SW/4SW/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 40.00 |
| MM 10347 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 30: N/2NE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 80.00 |
| MM 10348 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 31: Lot 1, SE/4NE/4, undivided ½ interest in NE/4NE/4, undivided ½ interest in NW/4NE/4 Minerals and mineral rights Sec. 31: Lots 2-4, E/2SW/4, W/2SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 430.36 |
| MM 10349 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 36: W/2 Minerals, mineral rights and surface Sec. 36: E/2 Minerals and mineral rights | 640.00 |
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| MM 10378-N | 3/4/2011 | 50 years | 3.95% | 0.55% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 14: W/2NW/4, SE/4NW/4, NE/4SW/4, SW/4SW/4, SE/4SW/4 Minerals, mineral rights and surface Sec. 14: NW/4SW/4, NE/4NE/4 except the N 2 rods and the E 2 rods, NW/4NE/4, NE/4NW/4 Minerals and mineral rights Sec. 14: NE/4NE/4 the N 2 rods, NE/4NE/4 the E 2 rods except the N 2 rods, S/2NE/4, SE/4 Minerals and mineral rights, including the interest in the surface thereof owned by the State, if any | 640.00 |
| MM 10379-N | 3/4/2011 | 50 years | 3.95% | 0.55% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 24: W/2NE/4, SE/4NE/4, S/2SW/4, E/2SE/4, W/2SE/4, NE/4NE/4, NE/4NW/4, undivided ¾ interest in NW/4NW/4, undivided ¾ interest in SW/4NW/4, undivided ¾ interest in NE/4SW/4, undivided ¾ interest in NW/4SW/4 Minerals and mineral rights | 600.00 |
| MLMB200001 | 3/3/2016 | 50 | 3.95% | 0.75% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 15: undivided 1/3 interest in NE1/4-NW1/4, undivided 2/3 interest in NW1/4-NW1/4, undivided 1/3 interest in NW1/4-NW1/4, undivided 2/3 interest in SW1/4-NW1/4, undivided 1/3 interest in SW1/4-NW1/4, undivided 1/3 interest in NE1/4-SW1/4, undivided 1/3 interest in NE1/4-SW1/4, undivided 1/3 interest in SW1/4-SW1/4, undivided 1/3 interest in NE1/4-SW1/4, undivided 1/3 interest in NE1/4-SW1/4, undivided 1/3 interest in NE1/4-SW1/4, undivided 1/3 interest in SW1/4-SE1/4, undivided 1/3 interest in NE1/4-SE1/4, undivided 1/3 interest in NE1/4-SE1/4, undivided 1/3 interest in NE1/4-SE1/4, undivided 1/3 interest in NE1/4-SE1/4, undivided 1/3 interest in NE1/4-SE1/4 | 640 |
| MLMB200002 | 3/3/2016 | 50 | 3.95% | 0.75% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 16: W1/2-NE1/4, NW1/4, S1/2, E1/2-NE1/4 Mineral and mineral rights | 640 |
| MLMB200003 | 3/3/2016 | 50 | 3.95% | 0.75% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota Sec. 21: NE1/4 Mineral and mineral rights | 160 |
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| MLMN200001 | 2/24/2017 | 50 | 3.95% | 0.50% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota | |
| Sec. 5: Lot Four, SW1/4, S1/2-SE1/4 | |||||||
| - Mineral and mineral rights | |||||||
| Sec. 5: Lot One, Lot Two, S1/2-NE1/4, Lot Three, N1/2-SE1/4 | |||||||
| Mineral, mineral rights and surface rights | 556.31 | ||||||
| MLMN200028 | 2/24/2017 | 50 | 3.95% | 0.50% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota | |
| Sec. 6: S1/2-NE1/4, SE1/4-NW1/4, E1/2-SW1/4, Lot Six, Lot Seven, SE1/4 | |||||||
| Mineral and mineral rights | |||||||
| Sec. 6: Lot Two, Lot Three, Lot Four, Lot Five | |||||||
| Mineral, mineral rights, and surface rights | 581.71 | ||||||
| MLMN200029 | 2/24/2017 | 50 | 3.95% | 0.50% | Yes | Township 49 North, Range 22 West, Aitkin County, Minnesota | |
| Sec. 21: undivided ½ interest NE1/4-SW1/4, undivided ½ interest NW1/4-SW1/4, undivided ½ interest SW1/4-SW1/4, undivided ½ interest SE1/4-SW1/4, undivided ¾ interest SE1/4-SE1/4 | |||||||
| Mineral and mineral rights | 110 | ||||||
| MM 10126-N | 3/9/2006 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota | |
| Sec. 20: SW/4SW/4, SE/4SE/4 –Minerals, mineral rights and surface | |||||||
| Sec. 20: SW/4NE/4, SE/4NW/4, SW/4NW/4, NE/4SW/4 –Minerals and mineral rights | |||||||
| Sec. 20: N/2NE/4, SE/4NE/4, N/2NW/4, SE/4SW/4, N/2SE/4, SW/4SE/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 560 | ||||||
| MM 10176 | 12/6/2007 | 50 years | 3.95% | 0.26% | Yes | Township 47 North, Range 21 West, Carlton County, Minnesota | |
| Sec. 4: Lots 1 & 4, SE/4NE/4, SW/4NW/4, SE/4SW/4 –Minerals and mineral rights | 187.28 | ||||||
| MM 10325 | 2/26/2010 | 50 years | 3.95% | 0.611% | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota | |
| Sec. 27: NE/4NE/4 except a tract commencing at the NE corner, thence W to the NW corner, thence S 40 rods, thence NE to place of commencement –Minerals and mineral rights | |||||||
| Sec. 27: N/2SE/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 110 | ||||||
| MLMN200009 | 2/24/2017 | 50 years | 3.95% | 0.50% | Yes | Township 47 North, Range 22 West, Aitkin County, Minnesota | |
| Sec. 1: Lot One, Lot Two, S1/2-NE1/4, Lot Three, Lot Four, S1/2 – Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 639.59 | ||||||
| MLMN200015 | 2/24/2017 | 50 years | 3.95% | 0.50% | Yes | Township 47 North, Range 21 West, Carlton County, Minnesota | |
| Sec. 17: N1/2 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 320 |
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| MLMN200019 | 2/24/2017 | 50 years | 3.95% | 0.50% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 21: -Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 640 |
| MLMN200013 | 2/24/2017 | 50 years | 3.95% | 0.50% | Yes | Township 47 North, Range 21 West, Carlton County, Minnesota Sec. 9: E1/2-NE1/4, N1/2-SW1/4 -Minerals and mineral rights, Sec. 9: SW1/4-SW1/4 -Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 200 |
| MM 9811 | 12/14/2000 | 50 years | 3.95% | 0.12% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 32: SE/4NE/4, SE/4SE/4 -Minerals and mineral rights Sec. 32: S/2NW/4, N/2SW/4, SW/4SW/4 -Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 280 |
| MM 9850-N | 9/6/2001 | 50 years | 3.95% | 0.50% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 19: Lots 3-4 -Minerals and mineral rights | 91.40 |
| MM 9851-N | 9/6/2001 | 50 years | 3.95% | 0.12% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 28: NE/4SW/4 -Minerals and mineral rights | 40 |
| MM 9852-N | 9/6/2001 | 50 years | 3.95% | 0.12% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 29: SE/4NW/4, SW/4SW/4, undivided one-half interest in SE/4SW/4, undivided one-half interest in SE/4SW/4, SW/4SE/4 -Minerals and mineral rights | 160 |
| MM 9853-N | 9/6/2001 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 30: SE/4SE/4 -Minerals and mineral rights | 40 |
| MM 9854-N | 9/6/2001 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 31: NE/4NE/4 -Minerals and mineral rights | 40 |
| MM 9855-N | 9/6/2001 | 50 years | 3.95% | 0.12% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 32: NW/4NE/4, NE/4NW/4, NW/4NW/4 -Minerals and mineral rights | 120 |
| MM 9856-N | 9/6/2001 | 50 years | 3.95% | 0.50% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 33: SW/4NW/4, NW/4SW/4, S/2SW/4 -Minerals and mineral rights Sec. 33: N/2NW/4, SE/4NW/4 -Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 280 |
| MM 10124-N | 3/9/2006 | 50 years | 3.95% | 0.30% | Yes | Township 47 North, Range 21 West, Carlton County, Minnesota Sec. 7: Lots 1-4, E/2, E/2NW/4, E/2SW/4 -Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 692.16 |
| MM 10125-N | 3/9/2006 | 50 years | 3.95% | 0.30% | Yes | Township 47 North, Range 21 West, Carlton County, Minnesota Sec. 8: SW/4NE/4 -Minerals and mineral rights Sec. 8: W/2, W/2SE/4 -Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 440 |
| State Lease Number | Start Date | Term | Base Royalty | Additional Royalty | Royalty Escalator Applies | Lands | Acreage |
|---|---|---|---|---|---|---|---|
| MM 9805 | 12/14/2000 | 50 years | 3.95% | 0.12% | Yes | Township 47 North, Range 21 West, Carlton County, Minnesota Sec. 5: Lots 2-4, NE/4SE/4 –Minerals and mineral rights Sec. 5: SW/4NE/4, S/2NW/4, SW/4, W/2SE/4 – Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 498.34 |
| MM 9806 | 12/14/2000 | 50 years | 3.95% | 0.12% | Yes | Township 47 North, Range 21 West, Carlton County, Minnesota Sec. 6: SW/4NE/4 – Minerals, mineral rights and surface Sec. 6: Lots 1-7, SE/4NE/4, SE/4NW/4, E/2SW/4, SE/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 650.57 |
| MM 9807 | 12/14/2000 | 50 years | 3.95% | 0.12% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 28: SE/4SW/4 – Minerals and mineral rights Sec. 28: W/2NE/4, SE/4NE/4, NW/4, W/2SW/4, SE/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 560 |
| MM 9808 | 12/14/2000 | 50 years | 3.95% | 0.12% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 29: SW/4NE/4, NW/4NW/4 except 1 acre, N/2SE/4, SE/4SE/4 –Minerals and mineral rights Sec. 29: N/2NE/4, SE/4NE/4, NE/4NW/4, NW/4NW/4 1 acre, NW/4SW/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 400 |
| MM 9809 | 12/14/2000 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 30: SW/4SE/4 – Minerals, mineral rights and surface Sec. 30: NW/4NE/4, SE/4NE/4, SW/4NE/4, NE/4NW/4, N/2SE/4 –Minerals and mineral rights Sec. 30: Lots 1-4, SE/4NW/4, E/2SW/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 583.20 |
| MM 9810 | 12/14/2000 | 50 years | 3.95% | 0.30% | Yes | Township 48 North, Range 21 West, Carlton County, Minnesota Sec. 31: Lots 1-4, W/2NE/4, SE/4NE/4, E/2NW/4, E/2SW/4, SE/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 620.40 |
| MM 9769-P | 9/7/2000 | 50 years | 3.95% | N/A | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 22: SE/4NW/4 – Minerals, mineral rights and surface Sec. 22: SW/4NW/4, NE/4SW/4, NW/4SE/4, S/2SW/4, NE/4SE/4 –Minerals and mineral rights Sec. 22: NE/4, NE/4NW/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 480 |
| MM 9770-P | 9/7/2000 | 50 years | 3.95% | N/A | Yes | Township 48 North, Range 22 West, Aitkin County, Minnesota Sec. 23: S/2NE/4, SW/4, N/2SE/4, SW/4SE/4 –Minerals and mineral rights Sec. 23: N/2NE/4, NW/4 –Minerals and mineral rights, including the interest in the surface thereof owned by the state, if any | 600 |
Fee Mineral and Surface Interests
| Township | Range | Section | Acreage |
|---|---|---|---|
| 48 North | 22 West | Sec. 3: NW/4 SW/4, SW/4 NW/4 except Parcel Nos. 8 and 9 | 80 |
| (Surface and Mineral) | |||
| 49 North | 22 West | Sec. 22: SE/4SW/4 | 40 |
| (Surface and Mineral) | |||
| 48 North | 22 West | Sec. 3: Government Lot 3 | 26.54 |
| (Surface Only) | |||
| 49 North | 22 West | Sec 35: NW/4, NW/4 NE/4 | 200 |
| (Surface and Mineral) | |||
| 48 North | 22 West | Sec. 3: SW/4 SW/4 except parcel no. 7 | 40 |
| (Surface Only) | |||
| 48 North | 22 West | Sec. 3: NE/4 SW/4 | 40 |
| (Surface Only) | |||
| 49 North | 22 West | Sec. 22: SE/4 SE/4 except Parcel No. 28 | 36 |
| (Surface and Mineral) | |||
| 49 North | 22 West | Sec. 22: SW/4 SE/4 excepting certain lands | 36.5 |
| (Part Surface and Minerals, Part Surface Only) | |||
| 49 North | 22 West | Sec. 22 SW1/4 SW1/4 less 1.80 AC CO RD R/W | 38.2 (Surface only) |
| 48 North | 22 West | Sec. 10: NW/4 SW/4 except Parcel No.6, Highway Plat No. 10; NE/4 | 198 |
| (Surface Only) | |||
| 48 North | 22 West | Sec. 4: SE/4 NE/4 | 38.18 |
| (Surface Only) | |||
| 48 North | 22 West | Sec. 4: NW/4 SE/4 | 40 |
| (Surface Only) | |||
| State Lease Number | Start Date | Term | Base Royalty |
| --- | --- | --- | --- |
| MM 9771-P | 9/7/2000 | 50 years | 3.95% |
| MM 9772-P | 9/7/2000 | 50 years | 3.95% |
| MM 9773-P | 9/7/2000 | 50 years | 3.95% |
| MM 9774-P | 9/7/2000 | 50 years | 3.95% |
| Township | Range | Section | Acreage |
|---|---|---|---|
| 48 North | 22 West | Sec. 10: S/2 SW/4, SW/4 SE/4 | |
| Sec. 15: NE/4 NW/4, less portion lying South of N. P. R/W; NW/4 NW/4 less that portion lying south of the N. P. R/W; and that part of NW/4 NE/4 lying North of the N. P. R/W. | 177.92 | ||
| (Surface Only) | |||
| 49 North | 22 West | Sec. 26: W/2NW/4 | |
| Sec. 26: N/2 NE/4 SW/4, SE/4 NE/4 SW/4, NW/4 SE/4 | |||
| Sec. 27: NE less 10 acres in the NW corner | 300 | ||
| (Surface and Minerals) | |||
| (Surface) | |||
| (Surface and Mineral) | |||
| 49 North | 22 West | Sec. 34: NE/4SW/4, SE/4SW/4, SW/4SW/4 excepting certain lands | 118.01 |
| (Surface Only) | |||
| 48 North | 22 West | Sec. 4: The South 561' of Lot 1 | 16.51 |
| (Surface and Mineral) | |||
| 49 North | 22 West | Sec. 27: NWNW excepting certain lands | 36.49 |
| (Surface Only) | |||
| 49 North | 22 West | Sec. 27: SWNW excepting certain lands | 37.96 (Surface Only) |
| 49 North | 22 West | Sec. 27: NWSW excepting certain lands | |
| Sec. 27: SENW excepting certain lands | 78.18 | ||
| (Surface and Mineral) | |||
| (Surface Only) | |||
| 48 North | 22 West | Sec. 24: SE/4SW/4, NW/4SE/4, SW/4SE/4 | |
| Sec. 25: NW/4NE/4 | 160 | ||
| (Surface and Mineral) | |||
| 49 North | 22 West | Sec. 22: The E 400 ft of the W 750 ft of the SW/4 SE/4 | 11.57 (Surface Only) |
Surface Use Agreements
[REDACTED: Commercially sensitive information pertaining to terms of surface use agreements.]