Liberty Gold Divests Gage Project for 420,935 Shares in Blue Moon
Liberty Gold (LGDTF) announces that, through its subsidiary Liberty Gold USA Inc., it has entered into an asset purchase agreement with a subsidiary of Blue Moon Metals (BMM), whereby Liberty Gold will divest its copper-gallium-germanium Gage Project located in southern Utah, for consideration of 420,935 common shares in Blue Moon plus a 2.0% net smelter return royalty. The Project, which is comprised of interests in certain unpatented critical minerals focused mining claims and School and Institutional Trust Lands Administration leases, was deemed a non-core asset and was the subject of a review of divestiture options as announced by the Company in late December 2025. Under the terms of the Agreement, on closing of the Transaction, Liberty Gold will receive total consideration comprised of: Approximately $2M via the receipt of 420,935 common shares of Blue Moon; and A 2.0% net smelter return royalty, payable on mineral production on the Project, excluding land subject to SITLA leases, and subject to an option in favour of Blue Moon to repurchase 1.0% of the NSR at any time prior to achieving commercial production for a cash payment of $2M. The Agreement contains certain representations and warranties, covenants and indemnities customary for a transaction of this nature. All shares of Blue Moon received as consideration in the Transaction will be subject to a hold period under applicable Canadian securities laws, which will expire four months plus one day from closing of the Transaction. Closing of the Transaction remains subject TSX-V regulatory approvals, as well as customary closing conditions for a transaction of this nature, and is expected to occur within 30 days. No advisory fees have been paid in relation to the Transaction.
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- Acquisition Agreement: Blue Moon Metals has entered into an agreement with Liberty Gold to acquire the Gage Project in Utah for 420,935 common shares and a 2.0% net smelter return royalty, which will enhance its land control in North America's key germanium and gallium district.
- Significant Project Potential: The Gage Project consists of 181 unpatented mining claims covering 5,916 hectares, located along a critical metals belt over 5 kilometers long, surrounding five historic mines and over 20 identified critical mineral prospects, indicating substantial potential for modern exploration.
- Historical Exploration Limitations: While previous drilling in 1980 focused on a single breccia pipe for only 600 feet, the Gage Project has 10 mapped breccia pipes and 9 regional prospects that have not undergone modern exploration, suggesting the possibility of up to 10 breccia pipes and further development opportunities.
- Transaction Conditions and Expectations: The acquisition is subject to TSXV approval and is expected to be completed by the end of March without finder’s fees, demonstrating Blue Moon's commitment to expanding its resource base.
- Acquisition Agreement: Blue Moon Metals has entered into an agreement with Liberty Gold to acquire the Gage Project in Utah for 420,935 common shares and a 2.0% net smelter return royalty, enhancing its control over a key germanium and gallium district in North America.
- Significant Project Potential: The Gage Project consists of 181 unpatented mining claims covering 5,916 hectares, located along a critical metals belt over 5 kilometers long, surrounding five historic mines and over 20 identified critical mineral prospects, indicating substantial potential for modern exploration.
- Historical Exploration Limitations: Previous drilling in 1980 focused on only a 600-foot vertical section of a single breccia pipe, with estimates suggesting up to 10 breccia pipes may exist, and no modern exploration has been conducted on other mapped breccia pipes or regional prospects, leaving significant discovery potential.
- Clear Transaction Terms: The acquisition is subject to TSXV approval, with Blue Moon issuing 420,935 common shares and a 2.0% NSR, while retaining the option to repurchase 1.0% of the NSR for $2 million prior to commercial production, ensuring flexibility and potential profitability from the project.
- Transaction Completion: Blue Moon Metals has successfully closed the acquisition of the Apex Mine, issuing 7,031,959 common shares representing 8.0% of its outstanding shares, which enhances the company's capital structure and boosts market confidence.
- Mineral Rights Disclosure: The Apex Mine consists of 24 patented claims and 9 unpatented claims, a revision from the previously reported 26 patented claims, demonstrating the company's commitment to transparency and accuracy in resource management.
- Royalty and Investor Rights Agreement: Blue Moon grants Teck a 0.5% net smelter returns royalty and has entered into an investor rights agreement, ensuring Teck's future equity participation and information rights, which will help maintain a strong collaborative relationship.
- Zinc Offtake Agreement Update: The zinc offtake agreement with Teck has been updated to a market value-based agreement, ensuring the company's future revenues align with industry benchmarks, thereby enhancing profitability and market competitiveness.
- Acquisition Completed: Blue Moon Metals has successfully closed the acquisition of the Apex Mine, issuing 7,031,959 common shares to Teck, representing 8.0% of its outstanding shares, which will enhance the company's asset base and market position.
- Regulatory Approval: The transaction has received TSX-V approval, marking Blue Moon's compliance and transparency in advancing its polymetallic projects, thereby boosting investor confidence.
- Project Portfolio: Blue Moon is advancing five brownfield polymetallic projects, including the Nussir copper-gold-silver project in Norway and the Blue Moon zinc-gold-silver-copper project in the U.S., all of which are well-located with existing infrastructure, helping to reduce operational costs and improve production efficiency.
- Strategic Metals Focus: Zinc, copper, and tungsten are identified as critical metals for the global economy and national security, and this acquisition will enhance Blue Moon's competitiveness in these key areas, aligning with the growing global demand for these resources.
- Financing Amount: Blue Moon Metals successfully raised C$1.3 million by issuing 181,127 common shares to existing shareholders, demonstrating the company's appeal and capability in capital markets.
- Use of Proceeds: The funds will be allocated for underground development at the Nussir Project in Norway, aimed at enhancing production capacity and resource development efficiency, thereby strengthening the company's competitive position.
- Shareholder Structure: Major shareholders include well-known investment firms such as Oaktree Capital Management and Hartree Partners, indicating the company's recognition in the industry and potential for growth.
- Regulatory Approval: The financing is subject to final approval from the TSX Venture Exchange, and the issued common shares are subject to a statutory four-month hold period, reflecting the company's commitment to compliance.
- Financing Amount: Blue Moon Metals has successfully issued 181,127 common shares, raising a total of $1,305,563.41, with proceeds earmarked for underground development at the Nussir Project in Norway, indicating the company's proactive approach to resource development.
- Shareholder Support: The financing is backed by existing shareholders Leonhard Nilsen & Sønner AS and Hartree Partners, LP, reflecting the company's stability in the capital markets and shareholder confidence, which is expected to enhance execution capabilities in future projects.
- Regulatory Approval: The financing remains subject to final approval from the TSX Venture Exchange, and while no finder's fees were paid, the common shares issued are subject to a statutory hold period of four months, potentially impacting short-term liquidity.
- Project Diversification: Blue Moon is advancing five polymetallic projects, including Nussir, all of which are well-supported by existing infrastructure, aligning with global economic and national security demands for critical metals like zinc, copper, and tungsten, showcasing the company's strategic vision in diversified investments.







