Green Shift Announces Sale of Berlin Royalty and Concurrent C$2 Million Non-Brokered Private Placement

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TORONTO, April 24, 2024 (GLOBE NEWSWIRE) -- Green Shift Commodities Ltd. (TSXV: GCOM and OTCQB: GRCMF), (“Green Shift”, “GCOM” or the “Company”) is pleased to announce multiple updates which strengthens its growing equity portfolio and bolsters its capital position. The Company has entered into a non-binding letter of intent (“LOI”) on April 23, 2024 with a third-party (“AcquireCo”) pursuant to which AcquireCo has agreed to acquire 100% of the 1% NSR royalty covering all production from the Berlin Project (the “Royalty”). AcquireCo is an arm’s length, privately-held royalty company designed to gain exposure to rising uranium prices by making strategic royalty acquisitions to grow its portfolio.

Trumbull Fisher, CEO and Director of GCOM, commented, “Today's announcement not only signifies our ability to leverage the sale of the Royalty but also amplifies our potential gains from rising uranium prices through gained access to various potential royalties. We are thrilled to support AcquireCo's growth within the uranium royalty sector, especially as market fundamentals only continue to strengthen.”

Mr. Fisher further emphasized, “GCOM stands as a dynamic Company with lithium exploration projects across the Americas and substantial exposure to leading uranium companies via our equity portfolio, which includes IsoEnergy Ltd., Premier American Uranium Ltd., Atha Energy Corp., Jaguar Uranium Corp., and now AcquireCo. We express gratitude to our shareholders for their continued support in our evolving vision and providing the resources necessary to continue advancing our exploration portfolio and distinctive exposure across multiple commodities.”

Terms of the Proposed Transaction

Pursuant to the LOI, AcquireCo has agreed to acquire all of the issued and outstanding shares of a newly-formed subsidiary of the Vendor which will hold the Royalty, for total consideration, payable to GCOM on closing of the Proposed Transaction, comprised of 12,000,000 common shares of AcquireCo (“AcquireCo Shares”) at a deemed issue price of C$0.25 per AcquireCo Share, representing total deemed consideration of C$3,000,000.

To ensure its success, GCOM has agreed to become a lead advisor to AcquireCo as it relates to the building of a uranium focused royalty company and a public listing of the AcquireCo Shares on a recognized stock exchange.