Waroona Energy Pty Ltd entered into a letter agreement to acquire Metallum Resources Inc. (TSXV:MZN) from Frontier Energy Limited (ASX:FHE) and others for CAD 9.1 million in a reverse merger transaction on October 19, 2022. Waroona Energy Pty Ltd entered into a definitive share exchange agreement to acquire Metallum Resources Inc. (TSXV:MZN) from Frontier Energy Limited (ASX:FHE) and others for CAD 9.1 million in a reverse merger transaction on December 6, 2022. As per the terms of the transaction, consideration for the acquisition will be 304,500,000 shares in Metallum.

Upon closing, it is anticipated that the former shareholders of Waroona will own approximately 51.8% of the shares of the Resulting Issuer. Prior to closing of the Transaction, Metallum anticipates completing a concurrent financing for gross proceeds of up to CAD 9 million (?Concurrent Financing?). On closing of the Transaction, it is anticipated that the Resulting Issuer will change its name to ?Waroona Energy Inc.?

and a new trading symbol will be assigned. It is expected that the management team of the Resulting Issuer will be led by Adam Kiley as President and Chief Executive Officer, Sean McGrath as Chief Financial Officer and Jan Urata as Corporate Secretary. The initial board of directors of the Resulting Issuer (the ?Resulting Issuer Board?) is expected to be comprised of Michael Bowen (proposed director), Timothy Hanlon (proposed director), Adam Kiley (currently a director of Metallum), Paul Manias (proposed director) and Tony Wonnacott (currently a director of Metallum).

It is expected that Grant Davey will resign as a director of Metallum effective on the closing of the Transaction. The Transaction is subject to the approval of the TSX Venture Exchange, the Definitive Agreement being entered into, due diligence investigations, listing of the Resulting Issuer as a Tier 2 issuer on the TSXV the approval of the Transaction by disinterested shareholders of Metallum and Waroona, all necessary consents, approvals and other authorizations of any regulatory authorities or third parties being obtained, including the approval of TSXV for the Transaction and the Concurrent Financing. The board of directors of Metallum and Waroona has unanimously approved the deal.

The transaction is expected to close in March 31, 2023. Simon Taskunas of Clayton Utz acted as legal advisor to Waroona while Ruby Chan of DLA Piper (Canada) LLP acted as legal advisor to Metallum.