Wallbridge Mining Company Limited and Balmoral Resources Ltd. to Combine in an All-Stock Transaction, Creating a Formidable and Well Financed Canadian Exploration & Development Company with a Dominant Land Position along the Detour Gold Trend in Quebec

TORONTO and VANCOUVER, British Columbia, March 02, 2020 (GLOBE NEWSWIRE) -- Wallbridge Mining Company Limited (TSX:WM) (“Wallbridge” or the “Company”) and Balmoral Resources Ltd. (TSX:BAR) (“Balmoral”) announce today that they have entered into a definitive agreement (the “Arrangement Agreement”) following the signing of a Letter of Intent on February 14, 2020, whereby Wallbridge will, among other things, acquire all of the issued and outstanding shares of Balmoral, in an all-stock transaction, pursuant to a plan of arrangement as further described below (the “Transaction”).

Under the terms of the Transaction, all of the issued and outstanding shares of Balmoral will be exchanged at a ratio of 0.71 of a Wallbridge common share for each Balmoral common share.  Upon completion of the Transaction, existing Wallbridge and Balmoral shareholders will own approximately 82% and 18% of the Company’s pro forma issued and outstanding shares, respectively.

The exchange ratio implies consideration of C$0.62 per Balmoral common share based on the volume weighted average price of Wallbridge common shares on the Toronto Stock Exchange (“TSX”) for the 20 trading days ending February 28, 2020, representing a 46% premium to the volume weighted average price of Balmoral common shares on the TSX over that period and implying an equity value of the Transaction equal to C$110 million.

Transaction Benefits to Wallbridge Shareholders

• Combines complementary, highly prospective properties located in the mining-friendly Nord-du-Québec region of western Québec, creating opportunity for synergies given close proximity of the properties
• Significantly expands Wallbridge’s Fenelon land holdings (from 10.5 km² to 739.0 km²), improving the Company’s potential for further discoveries in the district as well as additional mine development flexibility
• In addition to Fenelon, adds multiple gold-focused properties, including the resource stage Martiniere gold deposit, within the prolific Abitibi Greenstone Belt that have exploration upside, and a resource Ni-Cu-Co-PGE project that has option value
• Support of Wallbridge and Balmoral’s largest shareholder, Eric Sprott, who owns approximately 23% of Wallbridge and 9% of Balmoral
• Increased market capitalization which has the potential to attract greater support from new investors seeking to participate in funding the potential future growth of Wallbridge

Transaction Benefits to Balmoral Shareholders