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BHP and Noront terminate support agreement

 BHP Lonsdale Investments Pty Ltd ( BHP Lonsdale ), a wholly owned subsidiary of BHP, announced today the termination of the support agreement between BHP Lonsdale, its subsidiary BHP Western Mining Resources International Pty Ltd ( BHP WMR ) and Noront Resources Ltd. (TSXV: NOT) ( Noront ) dated July 26, 2021 as amended (the " Support Agreement ") relating to Noront's support of BHP Lonsdale's C$0.75 per share offer to acquire Noront. In accordance with the terms of the Support Agreement, Noront has made a C$17.78 million termination payment to BHP WMR.

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UPDATE -- Noront and Wyloo Metals Enter Into Binding Agreement for Previously-Announced Acquisition of Noront for C$1.10 per Share

  • BHP elects not to exercise its right to match; Support Agreement with BHP terminated
  • Improved Wyloo Metals offer of C$1.10 in cash per share represents a 358% premium to Noront's unaffected closing price on May 21, 2021 and a 47% premium to BHP's C$0.75 per share offer
  • Wyloo Metals' offer also provides shareholders with the option of retaining some or all of their shares in Noront
  • Noront's Board of Directors unanimously supports transaction with Wyloo Metals

Noront Resources Ltd. ("Noront " or the "Company") (TSXV: NOT) and Wyloo Metals Pty Ltd ("Wyloo Metals") are pleased to announce that they have entered into a binding arrangement agreement (the "Arrangement Agreement"), pursuant to which Wyloo Metals has agreed to acquire up to all of the outstanding common shares of the Company (each, a "Common Share") that it does not already own, directly or indirectly, for cash consideration of C$1.10 per Common Share by way of a statutory plan of arrangement under the Business Corporation Act (Ontario) (the "Arrangement"). This announcement follows the waiver by BHP Western Mining Resources International Pty Ltd ("BHP") of its right to match, as described below.

Noront's Board of Directors, on the basis of the unanimous recommendation of Noront's Special Committee comprised of independent directors, and after receiving advice from its financial and legal advisors, unanimously approved the Arrangement and will recommend that shareholders of Noront vote in favour of the Arrangement.

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Noront and Wyloo Metals Enter Into Binding Agreement for Previously-Announced Acquisition of Noront for C$1.10 per Share

  • BHP elects not to exercise its right to match; Support Agreement with BHP terminated
  • Improved Wyloo Metals offer of C$1.10 in cash per share represents a 358% premium to Noront's unaffected closing price on May 21, 2021 and a 47% premium to BHP's C$0.75 per share offer
  • Wyloo Metals' offer also provides shareholders with the option of retaining some or all of their shares in Noront
  • Noront's Board of Directors unanimously supports transaction with Wyloo Metals

Noront Resources Ltd. ("Noront " or the "Company") (TSXV: NOT) and Wyloo Metals Pty Ltd ("Wyloo Metals") are pleased to announce that they have entered into a binding arrangement agreement (the "Arrangement Agreement"), pursuant to which Wyloo Metals has agreed to acquire up to all of the outstanding common shares of the Company (each, a "Common Share") that it does not already own, directly or indirectly, for cash consideration of C$1.10 per Common Share by way of a statutory plan of arrangement under the Business Corporation Act (Ontario) (the "Arrangement"). This announcement follows the waiver by BHP Western Mining Resources International Pty Ltd ("BHP") of its right to match, as described below.

Noront's Board of Directors, on the basis of the unanimous recommendation of Noront's Special Committee comprised of independent directors, and after receiving advice from its financial and legal advisors, unanimously approved the Arrangement and will recommend that shareholders of Noront vote in favour of the Arrangement.

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