Blaze Minerals Limited (ASX:BLZ) entered into a Heads of Agreement to acquire North Spirit Lithium Project Ontario, Canada from Exiro Minerals Corp for CAD 6.25 million on May 25, 2023. The consideration comprises of, upon execution of the Heads of Agreement (HOA), Blaze Minerals will pay a non-refundable cash fee of CAD 0.05 million to Exiro. Within 5 business days of the completion of due diligence on the assets to the sole satisfaction of Blaze Minerals, the period being no longer than 45 days, Blaze Minerals will: (a) pay Exiro (or its nominee) CAD 0.05 million in cash; and (b) issue Exiro (or its nominee) 55,000,000 Shares at an issue price of AUD 0.01 per Share (Initial Shares).

The Company will seek shareholder approval for the issue of the Initial Shares at an upcoming general meeting. Within 5 business days of the date that is 12 months from entering into the HOA (Execution Date), Blaze Minerals will: (a) pay Exiro CAD 0.2 million in cash; and (b) subject to the approval of the Company?s shareholders, issue CAD 0.5 million worth of Shares at a deemed issue price equal to the 20-day volume weighted average price of Company?s shares as traded on the ASX (VWAP) up to the date that is 5 trading days prior to the First Anniversary Date. Within 5 business days of the date that is 24 months after the Execution Date (Second Anniversary Date), Blaze Minerals will: (a) pay Exiro CAD 0.2 million in cash; and (b) subject to the approval of Blaze Minerals's shareholders, issue CAD 0.75 million worth of Shares at a deemed issue price equal to the 20-day volume weighted average price of Company?s shares as traded on the ASX (VWAP) up to the date that is 5 trading days prior to the Second Anniversary Date.

Within 5 business days of the date that is 36 months after the Execution Date (Third Anniversary Date), Blaze Minerals will: (a) pay Exiro CAD 0.25 million in cash; and (b) subject to the approval of the Company?s shareholders, issue CAD 1 million worth of Shares at a deemed issue price equal to the 20-day VWAP up to the date that is 5 trading days prior to the Third Anniversary Date. Within 5 business days of the date that is 48 months after the Execution Date (Fourth Anniversary Date), Blaze Minerals will: (a) pay Exiro CAD 0.5 million in cash; and (b) subject to the approval of the Company?s shareholders, issue CAD 2.25 million worth of Shares at a deemed issue price equal to the 20-day VWAP up to the date that is 5 trading days prior to the Fourth Anniversary Date. Within 5 business days of the completion of a positive scoping study on a project within the North Spirit Project enabling Blaze Minerals to progress to the next stage of development of the project, as verified by an independent Competent Person under the JORC Code: (a) pay Exiro (or its nominee) CAD 0.5 million in cash; (b) subject to the approval of Blaze Minerals's shareholders, issue CAD 0.5 million worth of Shares, to be priced at the Company?s 20-day VWAP up to the date of completion of the positive scoping study; and (c) if the approval of Blaze Minerals's shareholders is not obtained for the issuance of shares contemplated in item (b) above, Blaze Minerals will pay a cash payment to Exiro of CAD 0.5 million.

Within 5 business days of completion of a bankable feasibility study, Blaze Minerals will: (a) pay Exiro (or its nominee) CAD 1 million in cash; and (b) subject to the approval of the Company?s shareholders, issue Exiro (or its nominee) CAD 1 million worth of Shares at a deemed issue price equal to the 20-day VWAP up to the date of completion of the bankable feasibility study; and (c) if the approval of Blaze Minerals's shareholders is not obtained for the issuance of shares contemplated in item (b) above, the Company will pay a cash payment to Exiro of CAD 1 million. The transaction is subject to Third Party Approval Needed, Subject to Shareholder Approval, Approval by the Regulatory Board / Committee, Approval of Offer by Blaze Minerals's Board, and Consummation of Due Diligence Investigation. Blaze Minerals Limited has completed final due diligence on the proposed acquisition of the North Spirit Lithium Project and subsequently expanded on June 13, 2023.

Initial consideration of 55,000,000 shares is expected to be issued, subject to shareholder approval, following the shareholder meeting scheduled for 7 July 2023. As of July 7, 2023, Blaze Minerals Limited approval at the general meeting of shareholders held on 7 July 2023, it has issued a total of 171,050,000 fully paid ordinary shares out of which 55,000,000 Vendor Shares as part of the considerations (Initial Consideration) of the Acquisition of the North Spirit Lithium Project.