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US Cobalt to be Acquired by First Cobalt

Transaction Details

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US Cobalt Inc. (TSXV:USCO) (“US Cobalt”) has entered into a definitive agreement under which First Cobalt Corp. (TSXV:FCC) (“First Cobalt“) will purchase US Cobalt in a transaction valuing US Cobalt at $150 million. The transaction strategically positions the combined entity as a leading North American cobalt development company.

US Cobalt was founded in September 2016 led by CEO,Wayne Tisdale, COB, Michelle Gahagan and senior geologist Brian Kirwin. The team acquired the Iron Creek Project from private land holders and further added strategic land surrounding the project being one of the first to recognize the potential of the area. They obtained the property based upon extensive study of Noranda work in the 70’s and 80’s. Their team remapped, reworked the adits and determined their own geological model. Early drilling success was followed up by expansive drill program unlocking significant shareholder value.

Under the arrangement, each common share of US Cobalt will be exchanged for 1.5 shares of First Cobalt. The purchase price represents a 61.8% premium to US Cobalt’s closing price and a 58.5% premium based on both companies’ 5-day VWAP. Upon completion of the transaction, existing First Cobalt and US Cobalt shareholders will own approximately 62.5% and 37.5% of the combined company, respectively, on a fully-diluted basis.

The combination of three high quality pure-play cobalt assets include US Cobalt’s Iron Creek project in the Idaho Cobalt Belt, First Cobalt’s highly prospective land package in the Canadian Cobalt Camp, and First Cobalt’s refinery in Ontario, which is the only permitted cobalt refinery in North America capable of producing battery materials.

Fort Capital Partners acted as financial advisor to US Cobalt on the transaction.