Berkwood and the Carbon6 Group enter into an Offtake agreement

News Release Video: https://youtu.be/sYDJzGHhbuM

November 26, 2019, VANCOUVER, B.C. – Berkwood Resources Ltd. (TSX-V: BKR, FSE: BK2N, WKN: A2DNV4) (“Berkwood” or the “Company”) is pleased to announce that it has entered into an offtake agreement and Memorandum of Understanding (“MOU”) with the Carbon6 Group of Companies (“C6”) of Toronto, ON to advance the Company’s Lac Guéret South and Lac Guéret Extensions projects with a view to securing evaluation and development funding, and long term product client arrangements.

C6 was attracted to Berkwood’s graphite because of its high grade and high percentage of large and jumbo size flakes, which is unique compared to most graphite deposits.

The offtake agreement is for up to 20,000 tonnes a year and is subject to C6’s positive analysis of Berkwood’s Graphite as well as Berkwood securing funding for development and subsequent start up of a graphite mine. Berkwood is currently developing its Lac Guéret Extension property, which host a graphite showing that include 1.76 million tons grading 17.00% Cg in the Indicated category and also 1.53 million tons grading 16.40% in the inferred category. Mineral resources that are not mineral reserves do not have demonstrated economic viability. Inferred Mineral Resources represent material that is considered too speculative to be included in economic evaluations. Additional trenching and/or drilling will be required to convert Inferred and Indicated Mineral Resource to Indicated or Measured Mineral Resources/Reserves.

The Carbon6 Group of Companies (“C6”) comprises specialized carbon commodity entities that lead investment in the material ownership of assets and trading relationships with graphite commodity purchasers through strategic supply agreements, royalty streams, asset acquisitions and industry joint ventures. The MOU provides for a non-exclusive relationship wherein C6 takes a long-term view of Berkwood’s development in anticipation of meeting its rapidly growing customer demand through an offtake agreement with Berkwood, the structure of which will be advanced following a product analysis and testing program to be initiated immediately by C6.

The product analysis and testing program will focus on characterisation of project products, at C6 cost, to profile preliminary Lac Guéret products against C6’s customer/feedstock requirements. The preliminary ‘graphite qualification’ characterisation work and initial report from C6 to Berkwood is anticipated to be available in less than three months.

C6 will also engage with Berkwood to seek and secure evaluation and development funding through graphite sector investors known to C6. In the event of successful financing from introductions and structuring arrangements led by C6, the Company will pay to C6 certain finders fees for funds raised through C6 subject to TSX Policy 5.1, to a maximum of 5%. Finder’s fees are payable subject to Exchange approval.

Thomas Yingling, CEO commented: “Our offtake agreement and MOU with C6 adds depth to the Berkwood Lac Guéret Extensions evaluation initiative and our emerging plans to fund our development studies for Lac Guéret South. We look forward to working with C6 to further characterise the potential products from Lac Guéret South, and to extend our relationships in the graphite trade community.”  

Paul Gorman, Director and Managing Partner of C6 commented on the new relationship stating: “the Lac Gueret South graphite deposit is a project that has high quality flake material in a mining friendly jurisdiction which will serve our North American hi tech customers extremely well once in production. Working with Tom and his team on securing development funding while we showcase his natural flake material through strategic qualification and sampling programs will position Berkwood as a leader in the critical elements and chemistry space and assist C6 in satisfying the growing global need for high purity natural graphite.”

Qualified Person: Steven Lauzier, P.Geo. OGQ1430, a Qualified Person as defined by National Instrument 43-101 guidelines, has reviewed and approved the technical content of this news release.

About the Company:  Berkwood is engaged in exploration for the commodities that enable the modern revolution in essential technologies. These technologies are dependent upon the ethical mining and supply of naturally occurring elements and minerals that enhance the performance of energy storage systems and permit the development and miniaturization of new electronics and structural components for the new suite of innovative tools.  The Company is led by a team with collectively over 200 years experience and whose members have been involved with the discovery of several producing mines.

On Behalf of the Board of Directors
Berkwood Resources Ltd.

Thomas Yingling’

President, CEO & Director

FOR MORE INFORMATION, PLEASE CONTACT:

Investor Relations: 
info@berkwoodresources.com or 1-604-343-7740     www.berkwoodresources.com

Disclaimer for Forward-Looking Information:

Certain statements in this release are forward-looking statements, which reflect the expectations of management.  Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future.  Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements.  No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them.  These forward-looking statements reflect management’s current views and are based on certain expectations, estimates and assumptions, which may prove to be incorrect.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Berkwood Private Placement

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.

November 7, 2019, VANCOUVER, B.C. – Berkwood Resources Ltd. (TSX-V: BKR, FSE: BK2N (WKN: A2DNV4) (“Berkwood” or the “Company”) announce that as a result of current market conditions, the Company will be making an application to the TSX Venture Exchange (the “Exchange”) for a waiver to the private placement price as the proposed subscription price is below the minimum allowed pursuant to the policies. The Company intends to offer a combination of units and flow through units for gross proceeds of up to $800,000. Up to 16,000,000 common share units (“units”) of the Company will be offered at a price of $0.025 per unit to raise gross proceeds of up to $400,000. Each unit will consist of one (1) common share and one common share purchase warrant (“Warrant”). Each full warrant shall entitle the holder to acquire one (1) common share at a price of $0.05 for a period of 24 months. Up to 13,333,334 flow through units (“FT Units”) will be offered at a price of $0.03 per FT Unit for gross proceeds of up to $400,000. Each FT Unit will consist of one (1) flow-through common share and one common share purchase warrant (“Warrant”). Each full warrant shall entitle the holder to acquire one (1) common share at a price of $0.05 per share for a period of 24 months.

The gross proceeds from the issuance of the FT Units will be used for Canadian exploration expenses and will qualify as flow-through mining expenditures, as defined in Subsection 127(9) of the Income Tax Act (Canada), which will be renounced to the subscribers with an effective date no later than Dec. 31, 2019, to the initial purchasers of the offered securities in an aggregate amount not less than the gross proceeds raised from the issue of the flow-through shares, as applicable, and, if the qualifying expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each FT subscriber for any additional taxes payable by such subscriber as a result of the Company’s failure to renounce the qualifying expenditures as agreed.

The Company intends to use the $400,000 FT proceeds from the private placement for exploration on its Lac Gueret Property, Quebec and $400,000 working capital will be allocated as follows (1) $10,000 regulatory fees; (2) $45,000 office rent; (3) $30,000 business development; (4) $15,500 advertising; (5) $40,000 travel; (6) $40,000 marketing; (7) $16,000 shareholder communication; (8) $45,000 administration; (9) $6,000 transfer agent fees; (10) $15,000 legal; (11) $80,000 management fees; (12) $20,000 investor and shareholder relations; (13) $30,000 audit; and (14) $7,500 unallocated/miscellaneous. While the Company intends to spend the net proceeds from the offering as stated above, there may be circumstances where, for sound business reasons, funds may be reallocated at the discretion of the Board.

The Company may pay commissions in accordance with the policies of the TSX-V.

The closing of the private placement, the issuance of the securities and the finder’s fees are subject to the approval of the TSX Venture Exchange.

About the Company: Berkwood is engaged in exploration for the commodities that enable the modern revolution in essential technologies. These technologies are dependent upon the ethical mining and supply of naturally occurring elements and minerals that enhance the performance of energy storage systems and permit the development and miniaturization of new electronics and structural components for the new suite of innovative tools. The Company is led by a team with collectively over 200 years experience and whose members have been involved with the discovery of several producing mines.

On Behalf of the Board of Directors
Berkwood Resources Ltd.

Signed: “Thomas Yingling”

President, CEO & Director

FOR MORE INFORMATION, PLEASE CONTACT:
Investor Relations:

info@berkwoodresources.com or 1-604-343-7740 www.berkwoodresources.com

Disclaimer for Forward-Looking Information:

Certain statements in this release are forward-looking statements, which reflect the expectations of management. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management’s current views and are based on certain expectations, estimates and assumptions, which may prove to be incorrect.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Berkwood Retracts Disclosure Made by a Paid Service

November 4th, 2019, VANCOUVER, B.C. Berkwood Resources Ltd. (TSX-V: BKR,FSE: BK2, WKN: A110N3) (“Berkwood” or the “Company”)wishes to notice a retraction of certain statements disseminated via a written article selectively disclosed via a paid content service retained by the Company, primarily for the creation of video content. The retraction is made in relation to a piece written by Mr. Alistair Ford: because Berkwood is a paid client of the content service provider, the disclosure does not comply with the requirements of NI 43-101. Specifically, the disclosure of an implied economic analysis in the absence of a filed PEA, PFS or FS that supports the representations with respect to the economic viability or technical feasibility of the project is proscribed.

The Company wished to specifically retract the following statements written by Mr. Ford, and quoting certain verbal statement by Berkwood, including that:

  • the Company’s project is adjacent to Mason Graphite Inc (CVE:LLG), a company which has one of the largest graphite deposits in the world with 56.134mlntonnes of resource at 16.30% graphite that contains 9.478mlntonnes of graphite and a reserve of 4.714mlntonnes of ore that contains 1.317mlntonnes of contained graphite, and that the premise of the Berkwood play is that graphite continues from the LLG property onto Berkwood ground;
  • that the Company has identified a NI 43-101 resource of 550,000 tonnes of contained graphite (correct), but with 70% to 80% showing up as premium quality large-size flakes that sells for $1,500 a ton on average;
  • simple math of taking 550,000 contained tonnes timesUS$1500 per tonne at a conservative 25% profit margin gives you a potential profit of more than C$200 million as a rough indicator, and that Berkwood has only drilled 20% of the prospect;
  • recent samples and trenching taken about half a kilometre away from this area have returned extremely encouraging graphite grades (correct and previously released), which indicates that the entire geophysical anomaly that the company is working on is likely to be mineralised with graphite, and high grade too (retracted);
  • the graphite outcrops are all at surface, which is ideal from an economic perspective;
  • it will take Berkwood between C$8mln and C$12mln to take the project through a bankable feasibility study and on to a decision to build and produce commercial graphite; and
  • the company will need to add to the resource, by increasing shallow depth pits with coarse flake for the highest profit margin possible.

The above statements as disseminated via the service paid for by Berkwood are retracted without reservation.

About the Company: Berkwood is engaged in exploration for the commodities that enable the modern revolution in essential technologies. These technologies are dependent upon the ethical mining and supply of naturally occurring elements and minerals that enhance the performance of energy storage systems and permit the development and miniaturization of new electronics and structural components for the new suite of innovative tools. The Company is led by a team with collectively over 200 years experience and whose members have been involved with the discovery of several producing mines.

On Behalf of the Board of Directors
Berkwood Resources Ltd.

‘Thomas Yingling’

President, CEO & Director

FOR MORE INFORMATION, PLEASE CONTACT:
Investor Relations:
info@berkwoodresources.com   or 1-604-343-7740   www.berkwoodresources.com

Disclaimer for Forward-Looking Information:

Certain statements in this release are forward-looking statements, which reflect the expectations of management. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management’s current views and are based on certain expectations, estimates and assumptions, which may prove to be incorrect.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.