GreenShiftCommodities Ltd. announced that it has signed a definitive purchase and sale agreement dated August 15, 2023, to acquire an existing option to purchase a 100% interest in the Armstrong Lithium Project. The Project consists of 90 contiguous claims totaling ~1,800 ha, located in the Seymour-Crescent-Falcon lithium belt, ~55 km northeast of the town of Armstrong and ~245 km from Thunder Bay in Ontario, Canada. Pursuant to the Transaction, GCOM has acquired an existing Option to purchase a 100% interest in the Armstrong Project for consideration comprised of (i) 1,500,000 common shares of GCOM to be issued on the closing date of the Transaction; and (ii) CAD 60,000 in cash, payable within five business days after the date upon which GCOM has first completed one or more equity offerings for gross proceeds of a minimum of CAD 5,000,000 in the aggregate.

In order to exercise the Option, GCOM has agreed to assume the remaining obligations under the original option agreement, including: (i) 100,000 Common Shares issuable immediately upon closing of the Transaction; (ii) $15,000 in cash payable on or before November 21, 2023; and (iii) $20,000 in cash payable on or before November 21, 2024. In addition, in respect of the first financing that the Company completes following the exercise of the Option, the Company has agreed to grant the optionor the right to participate in such financing and subscribe for a maximum of 100,000 Common Shares upon the same terms as the financing. Completion of the Transaction is conditional upon the approval of the TSX Venture Exchange and the satisfaction of certain other closing conditions customary in transactions of this nature.

The Common Shares issued in connection with the Transaction will be subject to a hold period expiring four months and one day from the date of issuance. There are no finders? fees payable in connection with the Transaction and each of the vendors of the Option and the optionor is an arms-length party with respect to the Company.

The Armstrong Project resides in the Seymour-Crescent-Falcon lithium trend which is known to host thirteen spodumene-bearing pegmatites along a 26 km trend between the South Aubrey and the Falcon East pegmatite occurrences. Located near the town of Armstrong, significant infrastructure exists nearby including an airport, and rail. The Armstrong Project is road accessible and workable year-round.

The Project property is within a general area that has been highly focused on the exploration of lithium, however the Armstrong Project appears to have had little or no lithium focused exploration. The neighbouring properties are held by GT1 and Antler Gold Inc. Both neighboring properties have lithium in drilling and GT1?s Seymour Project boasts a mineral resource estimate of 9.9 Mt @ 1.04% Li2O, with 5.2 million tonnes @ 1.29 % Li2O and remains open along strike and down dip. Previous work on the Armstrong Project includes lake sediment work that confirms the presence of various base and precious metals including gold, silver, platinum, palladium, copper, nickel, cobalt, chromium, lead and Zinc. The Project has seen little work in recent times and requires a systematic sampling and mapping program.

While the entire property appears to be prospective, traversing and sampling the dikes and faults are expected to be a focus of the Company. The sharp contrast in the first vertical derivative magnetics is a plausible location for alteration. Another prospective area shows a cluster of pegmatites immediately to the Northwest of the Project property boundary which may be a focus for further exploration work.