Noront Resources’ board likes what BHP has to offer – by Staff (Northern Ontario Business – August 10, 2021)

Environmental groups claim Ring of Fire mine developer is hiding something, wants OSC to investigate

Ring of Fire mine developer Noront Resources is urging its shareholders to accept BHP Group’s offer to buy its nickel, copper and chromite properties in Ontario’s Far North.

BHP, one of the world’s largest mining companies, entered the picture in late July with a cash offer of $325 million, or $0.55 cents a share, to best a hostile insider takeover offer made by its Australian rival Wyloo, Noront’s biggest shareholder at 25 per cent. Wyloo is owned by Australian mining magnate Andrew Forrest.

In a mere formality, Noront said it has filed a directors’ circular recommending its shareholders accept the BHP offer. Noront’s board of directors said it represents a 129 per cent higher premium than where Noront’s shares were trading before Wyloo made its unsolicited bid at the end of May, and is 75 per cent higher than $0.315 share offer proposed by Wyloo.

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NEWS RELEASE: Noront Files Directors’ Circular in Support of BHP’s All-Cash Offer for Noront and Recommends Shareholders Accept the Offer (Noront Resource – August 9, 2021)

TORONTO, Aug. 09, 2021 (GLOBE NEWSWIRE) — Noront Resources Ltd. (TSXV: NOT) (“Noront” or the “Company”) today announced that it has filed a directors’ circular (the “Directors’ Circular”) in connection with the proposed acquisition of Noront by BHP Western Mining Resources International Pty Ltd (“BHP” or the “Offeror”), a wholly-owned subsidiary of BHP Lonsdale Investments Pty Ltd. (“BHP Lonsdale”).

The Transaction

As announced on July 27, 2021, Noront entered into a definitive Support Agreement pursuant to which BHP has made a take-over bid to acquire all of the issued and outstanding common shares of Noront (the “Noront Shares”) for C$0.55 per Noront Share in cash (the “Offer”). The total equity value of the transaction is C$325 million (based on 100% of the fully diluted shares outstanding).

The cash consideration of C$0.55 per Noront Share (the “Offer Price”) represents a premium of 129% to Noront’s unaffected closing price of C$0.24 on May 21, 2021, the last trading day prior to the date that Wyloo Metals Pty Ltd. (“Wyloo”) first publicly announced its intention to make an offer for Noront, and is C$0.235 per share, or 75%, higher than the C$0.315 per share proposed by Wyloo in its announcement on May 25, 2021.

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NEWS RELEASE: Coalition Finds Noront Has Not Disclosed Business Risk from Indigenous Opposition, Calls for OSC to Investigate Ring of Fire Proponent (August 6, 2021)

Osgoode Hall Law School’s Environmental Justice & Sustainability Clinic research into Noront Resources Ltd. shows that the junior mining firm has not disclosed risks to its business stemming from significant Indigenous opposition to its flagship project in its most recent annual reports, annual information forms, management discussions and analyses, and news releases.

“Indigenous opposition, and the regulatory risk it poses, can have a material impact,” said Dr. Dayna Nadine Scott, Associate Professor at Osgoode Hall Law School and Co-Director of the Clinic. “If known, First Nation opposition to projects should be disclosed to investors. Companies should not be cherry-picking information and only mentioning relationships with communities that support their projects. That’s why we are urging Ontario regulators to conduct an investigation into Noront’s disclosures in the Ring of Fire, where Indigenous interests are significant and the communities are divided.”

Just as competing offers to buy Noront by two major mining companies, BHP and Wyloo Metals, are bringing increased attention to the company, Osgoode Hall Law School’s Environmental Justice & Sustainability Clinic, Greenpeace, the Council of Canadians, and MiningWatch Canada today wrote to the Ontario Securities Commission (OSC), Ontario’s corporate regulator, asking for an investigation into the adequacy of Indigenous risk disclosure by Noront.

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BHP to expand nickel operations to meet soaring demand – by Cecilia Jamasmie ( – August 3, 2021)

BHP (ASX, LON, NYSE: BHP) will make a final investment decision on a major expansion of the processing plant at its Mt. Keith nickel mine in Western Australia as it invests further in battery metals to meet expected soaring demand.

Nickel is a key component for EVs cathodes, and the world’s no. 1 miner sees nickel demand growing faster than anticipated due to a spike in the adoption of electric vehicles (EVs), as governments commit to decarbonizing their economies and set end dates for combustion engine sales.

“We believe that over 2020 to 2030, overall nickel demand will grow at 5% compound annual growth rate, and that nickel-in-battery demand will grow at a rate of 21% CAGR,” BHP Nickel West president Eddy Haegel told the annual Diggers and Dealers conference on Tuesday.

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BHP was rebuffed twice by Noront’s biggest shareholder before making takeover bid – by Niall McGee (Globe and Mail – July 31, 2021)

BHP Group Ltd. had designs on Ring of Fire exploration company Noront Resources Ltd as early as the spring, but on two occasions its plans were stymied by Wyloo Metals Ltd., Noront’s biggest stakeholder.

Melbourne-based BHP on Tuesday made a $0.55 a share takeover offer for Noront, obliterating a previous $0.315 approach by fellow Australian company Wyloo Metals.

A regulatory filing this week shows that BHP first approached Toronto-based Noront in April with a proposal to acquire a 9.9 per cent stake in the company.

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BHP and Forrest may be better together on nickel play (Australian Financial Review – July 28, 2021)

BHP might have trumped Andrew Forrest’s bid for a Canadian nickel miner, but there’s no reason the pair can’t form a partnership on this project.

The prospect of iron ore titans Andrew Forrest and BHP duking it out over a Canadian nickel junior is obviously delicious. But the rational move is for the old foes to get into bed together on what both clearly see as a great opportunity amid a broader rush for battery minerals.

BHP announced on Tuesday night a $C325 million ($351 million) bid for Noront, which has a highly rated nickel project called Eagle’s Nest in Ontario’s Ring of Fire region (how Game of Thrones is that?) some 1200 kilometres north of Toronto.

The Big Australian’s bid, which has the support of the Noront executive team (which owns 9.9 per cent of the company), is pitched at a 75 per cent premium to the takeover bid by Forrest’s Wyloo Metals in May.

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Fight over nickel assets heats up with BHP’s $258m Noront bid – by Cecilia Jamasmie ( – July 27, 2021)

BHP (ASX, LON, NYSE: BHP) has offered C$325 million ($258.45 million) for Canadian nickel miner Noront Resources (TSX-V: NOT), trumping a bid by Australian mining billionaire Andrew Forrest’s Wyloo Metals, as top miners race to secure supplies of battery metals.

The world’s largest miner is offering C$0.55 per share of Noront, representing a premium of 129% to the firm’s closing price on May 21, a day before Wyloo’s proposal.

Noront is recommending that shareholders accept the bid, which comes through BHP Lonsdale, a subsidiary that already owns 3.7% of the Canadian nickel producer.

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BHP strikes friendly deal to buy Ring of Fire explorer Noront for $325-million – by Niall McGee (Globe and Mail – July 28, 2021)

BHP Group Ltd. has reached a friendly agreement to acquire Ring of Fire explorer Noront Resources Ltd. for $325-million, trumping an earlier unsolicited approach from Australian private equity firm Wyloo Metals Pty Ltd.

Melbourne-based BHP said it intends to pay 55 cents a share in cash for Toronto-based Noront, 69-per-cent higher than the company’s closing price on the TSX Venture Exchange on Monday. The offer is also significantly higher than the $0.315-a-share proposal made by Wyloo, currently Noront’s largest shareholder, in May.

The Ring of Fire, situated 550 kilometres northeast of Thunder Bay in the James Bay Lowlands in Ontario’s Far North, has had an almost mythical hold on the Canadian mining industry for more than a decade, but so far no company has succeeded in building any mines in the region.

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Australian company BHP makes takeover bid for Canada’s Noront Resources (CBC Thunder Bay – July 27, 2021)

Another Australian company is moving forward with a takeover bid for Noront Resources, with a cash offer for all outstanding and issued shares of the Canadian company.

Noront’s board of directors is recommending shareholders accept the offer from BHP, which would pay 55 cents cash for each share.

This is the second Noront takeover bid by an Australian company this year. In May, Wyloo Metals offered 31.5 cents cash for Noront shares.

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BHP beats Forrest in takeover battle for prized nickel project – by Brad Thompson (Australian Financial Review – July 27, 2021)

BHP has made a sensational bid to snatch a high-grade nickel project in Canada from the clutches of Andrew Forrest in another sign of how determined it is to secure a future in battery metals.

The BHP bid for Noront Resources unveiled on Tuesday night trumps a takeover offer lobbed by Dr Forrest’s privately-owned Wyloo Metals in May.

How Dr Forrest will react to the BHP raising the takeover stakes by a substantial premium remains unclear, with Wyloo controlling about 37 per cent of Noront stock.

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BHP swoops on Canadian nickel miner, trumping Forrest – by Thomas Biesheuvel (Bloomberg News – July 27, 2021)

BHP Group agreed to buy Noront Resources Ltd. to add a nickel project in Canada, trumping a bid by Australian mining magnate Andrew Forrest, as the world’s biggest miner accelerates its push into metals poised to benefit from the green-energy transition.

BHP is increasingly gearing its portfolio toward so-called commodities of the future, as investors put greater weight on resource companies’ environmental credentials. The company is in the process of exiting thermal coal and is considering getting out of oil and gas.

At the same time, it’s putting greater emphasis on metals like copper and nickel, needed to support the green revolution. Last week it sealed a nickel supply agreement with Tesla Inc. and is expected to sanction a giant potash project later this year.

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NEWS RELEASE: BHP makes recommended all-cash offer of C$0.55 per share for Noront (July 27, 2021)

Noront Board recommends shareholders accept the offer

  • Consideration of C$0.55 per share represents a 129% premium to Noront’s unaffected closing price on May 21, 2021 and a 69% premium to Noront’s closing price on July 26, 2021, the last trading day prior to announcing this transaction.
  • The members of the Noront Board who voted on the matter unanimously recommend shareholders accept the offer.
  • Noront directors and senior management and a major shareholder holding an aggregate of 9.9% of the Noront shares on a fully diluted basis1 have agreed to tender all of their Noront shares to the offer.
  • Noront represents a growth opportunity in a prospective nickel basin capable of delivering a scalable, new nickel-sulphide district and provides the BHP group with more growth options in future facing commodities.
  • With proven expertise and capabilities in both exploration and bringing complex base metals projects into production, the BHP group is well positioned to advance Noront’s Ring of Fire projects through the next stages of development.
  • To tender your shares contact your broker or Kingsdale Advisors. Contact information is included below.

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News Release: Wyloo Metals confirms its intention to convert loan (July 23, 2021)

PERTH, Australia, July 23, 2021 (GLOBE NEWSWIRE) — Wyloo Metals Pty Ltd. (“Wyloo Metals”) is pleased to provide an update in relation to the US$15 million convertible loan (the “Convertible Loan”) provided to Noront Resources Ltd. (TSXV:NOT) (“Noront”).

Intention to convert loan

On December 7, 2020, Wyloo Canada Holdings Pty Ltd (“Wyloo Canada”), a wholly-owned subsidiary of Wyloo Metals, entered into an agreement with Resource Capital Fund V L.P. (“RCF”) to acquire its interests in Noront, including the Convertible Loan. The maturity date of the loan is September 30, 2021 and it is convertible into common shares of Noront at the option of Wyloo Metals at Cdn$0.20 per common share. Wyloo Canada also holds warrants (“Noront Warrants”) to acquire 1,774,664 common shares of Noront at an exercise price of Cdn$0.350 per share.

Wyloo Metals confirms that it intends to convert the Convertible Loan at or before the maturity date into common shares of Noront, rather than seek repayment from Noront in cash.

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Neglected Ring of Fire-area community taking Ottawa to court over 20-year boil water advisory – by Staff (Northern Ontario Business – June 29, 2021)

Road proponent Marten Falls First Nation joins national class action lawsuit over lack of potable water, calls for action on housing crisis

A First Nation community supporter of mining development in the Ring of Fire still has to boil its drinking water after two decades.

Marten Falls First Nation is joining a national class-action lawsuit against the federal government led by Olthuis, Kleer, Townshend LLP (OKT) and McCarthy Tétrault LLP.

In a June 29 news release, Marten Falls said despite its members living in mineral-rich lands coveted by mining companies, members in the community of 250 still live in poverty; dealing with homelessness or overcrowded housing conditions, suffering from inadequate fire protection, enduring challenges associated with the water treatment plant, and a boil water advisory that’s lasted for more than 20 years.

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NEWS RELEASE: Marten Falls First Nation Joins Class Action Litigation on Drinking Water Advisory and calls on the Government of Canada for Critical Housing and Infrastructure Appropriations (Martin Falls First Nation – June 29, 2021)

THUNDER BAY, ON, June 29, 2021 /CNW/ – Marten Falls First Nation has agreed to join the class-action litigation on drinking water advisories in First Nation communities, which will be led by Olthuis, Kleer, Townshend (OKT) LLP and McCarthy Tétrault LLP. Marten Falls has decided to participate in this class-action lawsuit because it has been under a boil water advisory for over 20 years. The lack of potable water in the community has resulted in illness, an unnecessary loss of opportunities amongst community members, and a burdensome distribution process.

The administration of clean drinking water to community members has been onerous. Bottled water is flown into the community and distributed to community members at the airport. Marten Falls is responsible for paying the upfront costs of these water resources and their transportation, which can cost up to $40,000 per month.

Although the federal government reimburses Marten Falls for these expenses, the cost of buying and transporting water puts a significant strain on the community’s limited financial resources. The reimbursement process is also slow and partial since the community shares water with non-band members in the community like teachers, contractors, and guest workers who are not covered. To put this into perspective, from 2014-2015, Marten Falls had to wait an entire fiscal year to be reimbursed for its bottled water.

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