MegaWatt Completes the Acquisition of Labrador Mineral Resources Inc.

Vancouver, British Columbia, May 07, 2024 (GLOBE NEWSWIRE) --

MegaWatt Lithium and Battery Metals Corp. (CSE:MEGA) (FSE: WR20) (OTCQB: WALRF) (the "Company" or "MegaWatt") is pleased to announce, further to its news release of April 1, 2024, that the Company has completed the acquisition (the “Transaction”) of all of the issued and outstanding shares in the capital of Labrador Mineral Resources Inc. (“Labrador”), a private company existing under the laws of British Columbia, pursuant to the terms and conditions of a Share Exchange Agreement dated April 1, 2024 (the “Share Exchange Agreement”) among the Company, Labrador and the shareholders of Labrador (the “Shareholders”).

Labrador purchased a 100% interest (subject only to a 1.5% NSR) in the Benedict Mountains Uranium Property located on the east coast of Labrador approximately 200 km NE of Goose Bay (the “Property”), pursuant to a Property Purchase Agreement dated effective February 8, 2024, between Labrador and the former registered and beneficial owner of the Property (the “Property Purchase Agreement”). Pursuant to the Share Exchange Agreement, the Company has assumed all of the obligations of Labrador under the Property Purchase Agreement, including the cash payment contemplated therein.

Transaction Terms

Pursuant to the terms and conditions of the Share Exchange Agreement and in consideration for all of the issued and outstanding shares in the capital of Labrador (the “Labrador Shares”), the Company has issued an aggregate of 16,275,001 common shares in the capital of the Company (the “MegaWatt Shares”) pro rata to the Shareholders at a deemed price of $0.13 per MegaWatt Share. Labrador Shareholders now own approximately 44.61% of all the issued and outstanding MegaWatt Shares on a non-diluted basis, and approximately 43.28% on a fully-diluted basis, based on the 36,483,733 MegaWatt Shares, 501,600 MegaWatt warrants and 620,000 options to acquire MegaWatt Shares currently issued and outstanding following the completion of the Transaction.

In addition, pursuant to the terms of the Property Purchase Agreement assumed by the Company, the Company will make a cash payment of $25,000 by March 2025. The Property is subject to a royalty equal to 1.5% of net smelter returns upon commencement of commercial production and such royalty may be reduced from 1.5% to 0.5% by the payment of $1,000,000.

The Transaction is an arm’s length transaction and there is no change in management, or the Board of Directors of the Company. No finder’s fees were paid in connection with the Transaction. Labrador’s board of directors is comprised solely of nominees of MegaWatt.