Pinnacle acquires rights to five Utah tungsten projects USA
Released
Released
Announcement PDF
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ASX ANNOUNCEMENT
26 October 2026
Pinnacle acquires rights to five Utah tungsten projects USA
$1.3 million placement supported by American Tungsten & Antimony (ASX:AT4)
Key Highlights
• Binding agreement to acquire 100% of APT Tungsten Limited, holder of an exclusive option over
five Utah tungsten projects in the USA
• 199 claims over approximately 4,000 acres; reported historical production at Lone Pine, Desert
Flower and Super W
• Priority project: Hero (House Range), where a September 2026 site visit by Pinnacle Minerals
observed extensive outcropping skarn at multiple sites
• Selective May 2026 rock chip samples returned up to 12.25% W (15.45% WO₃) at Lone Pine (not
representative; all 25 results reported)
• All-scrip consideration: 33.3m shares at $0.045 plus 33.3m performance shares (converting at a
$0.09 20-day VWAP within three years); no cash; staged 12-month escrow
• Placement of up to $1.3 million at $0.045 with 1-for-2 free attaching options in the existing
PIMOB class ($0.08, expiring 22 August 2028), subject to shareholder approval and completion
• AT4 to subscribe $412,066 in the Placement, becoming a substantial shareholder (expected
5.01%)
• Non-binding Memorandum of Understanding with Nexus Metals (which AT4 has agreed to
acquire) on potential toll treatment or offtake; no processing rights and not a deal condition
• Tungsten is a US critical mineral; from 1 January 2027, US defence rules restrict tungsten mined
or processed in China, Russia, North Korea or Iran (with exceptions)
• Exploration planned from January 2027, subject to completion and approval at the 30 November
2026 AGM; existing projects continue as part of the portfolio
Managing Director and CEO, William (Bill) Witham, commented:
“We are excited to be securing the right to acquire five tungsten projects in Utah. Tungsten is a critical mineral
for the United States, essential to defence, aerospace and advanced manufacturing, and the US currently
relies heavily on imports from a small number of countries for its supply. The opportunity to acquire a portfolio
that covers historical tungsten workings is a significant step for Pinnacle and our shareholders.
We welcome AT4's decision to invest in the Placement and become a substantial shareholder in Pinnacle.
APT's MOU with Nexus Metals gives us a framework to explore a possible future processing arrangement and
to work together on metallurgical testwork, although any such arrangement remains subject to exploration
success, testwork and definitive agreements.
Our focus now is on completing the transaction and getting to work. We plan to start on-ground exploration in
January 2027 at Hero (House Range), our priority project, with mapping, sampling and validation of historical
workings across the portfolio. At the same time, we will continue to advance our existing projects in Australia
and Canada. On behalf of the Board, I thank our shareholders for their support and look forward to welcoming
AT4 and the APT Vendors to the register.”
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Overview
Pinnacle Minerals Limited (ASX:PIM, “Pinnacle” or the “Company”) is pleased to announce that it has entered
into a binding heads of agreement dated 22 October 2026 (the “Acquisition Agreement”) with the
shareholders of APT Tungsten Limited (ACN 698 494 825) (“APT”) (the “APT Vendors”) to acquire 100% of
the issued capital of APT (the “Acquisition”).
APT is an Australian unlisted public company whose principal asset is the exclusive right and option, under a
binding heads of agreement dated 4 July 2026 (the “Western Cobalt Agreement”) with Western Cobalt, LLC
(“Western Cobalt”), to acquire 199 unpatented mining claims in Box Elder, Millard and Juab Counties, Utah,
United States of America. These mining claims comprise the Hero, Trout Creek, Lone Pine, Desert Flower and
Super W projects (the “Utah Projects”). The claims cover approximately 4,000 acres and are administered by
the US Bureau of Land Management (BLM) and the relevant county recorders. The claims have been
processed and recorded with the relevant County Recorders as transferred from Western Cobalt to APT
Tungsten (USA) Inc, the 100%-owned subsidiary of APT Tungsten Limited. These County documents have
now been filed with the BLM, which will accordingly update its records to recognise the transfer of the claims
with the effective date of 5 October 2026.
The Acquisition will give Pinnacle exposure to tungsten, a critical mineral subject to concentrated global supply
and increasing strategic demand in the United States. The Acquisition complements, rather than replaces,
Pinnacle's existing exploration portfolio, which the Company will continue to fund and advance.
Figure 1 – Location of the five Utah Projects
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The Utah Projects
The Utah Projects are early-stage tungsten exploration projects across three styles of mineralisation – placer,
skarn and fissure-vein. Several cover historical small-scale tungsten workings mined in the mid-twentieth
century that have seen little modern exploration. A summary of each project is set out below.
Table 1 – Portfolio of APT Utah projects
Project County Claims
Area ( acres
approx.)
Summary
Hero (House
Range)
Millard 52 1,000 acres
Skarn contact zone around the Notch Peak intrusive, hosting
a number of historical small-scale workings. Priority project.
Trout Creek Juab 80 1,600 acres
Alluvial fan on the eastern flank of the Deep Creek
Mountains; placer tungsten target. Depth to bedrock not yet
determined.
Lone Pine Box Elder 18 400 acres
Historical Lone Pine tungsten mine and its interpreted
extensions. Surface rights privately owned.
Desert Flower Box Elder 15 300 acres
Historical Desert Flower mine; skarn contact reported to be
traceable at surface for over five miles.
Super W (West
Tintic)
Juab 34 700 acres
Historical West Tintic district; certain claims junior in priority
to third-party claims.
Total 199 4,000 acres
Figure 2 – Pinnacle Minerals Managing Director & CEO William (Bill) Witham and team on site at Lone
Pine in Utah
Hero (House Range) – Priority Project
The Hero Project (referred to by Western Cobalt as the House Range Project) is located within the historical
Notch Peak tungsten district of Millard County, west-central Utah. It covers portions of the metasomatic contact
zone surrounding the Notch Peak intrusive complex and includes several historical tungsten workings and
prospects.
The Notch Peak district is centred on the Jurassic Notch Peak quartz monzonite, which intrudes a thick
sequence of Cambrian carbonate rocks, principally limestone and dolomite. Tungsten occurs as scheelite in
garnet–pyroxene skarn lenses reported to be [1 to 10 feet (0.3 to 3 m)] thick.
The district has a documented history of tungsten exploration and mining extending back to the 1940s, from a
series of relatively small mines and workings around the margins of the intrusive, including the New Klondike,
Scheelite Queen, Brown Queen, Pines Peak, Rainbow and Treasure Mountain areas. Historical mining
appears to have followed tungsten mineralisation exposed at or close to surface, using shallow open cuts,
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bulldozer trenches, adits and underground workings. Modern exploration techniques have not tested the down-
dip extension of the eastern contact beneath thin sedimentary cover.
Following the September 2026 site visit, which observed extensive outcropping skarn, historical workings and
mining equipment, the Company has selected Hero as the priority project for initial exploration.
Trout Creek Placer Project
Trout Creek is a placer tungsten target covering an alluvial fan on the eastern flank of the Deep Creek
Mountains, interpreted to be derived from the weathering of adjacent hard-rock tungsten occurrences. Erosion
of tungsten-bearing rocks in the Deep Creek Mountains may have liberated resistant, high-density tungsten
minerals, principally scheelite, and concentrated them in the alluvial and colluvial sediments of the fan. Grade
and continuity in alluvial and colluvial gravels are less predictable than in hard-rock deposits, and depth to
bedrock has not been determined.
The project has been the subject of historical trenching and test pits, and of further trenching in Q4 2025 by
Burgex Inc, which staked the original claims. The immediate exploration objective is to establish whether the
fan contains laterally extensive zones of tungsten mineralisation that could justify systematic drilling and bulk
sampling.
Lone Pine Tungsten Skarn Project
The Lone Pine Project (referred to by Western Cobalt as the Grouse Creek Project) consolidates the historical
Lone Pine tungsten mine and the interpreted extensions of its mineralised system. Historical mining targeted
tungsten-bearing tactite and skarn developed along the contact between quartz monzonite and reactive
limestone. Scheelite is the principal tungsten mineral of exploration interest.
Historical development focused on mineralisation accessible from existing workings and areas of surface
expression. Drifts, winzes and crosscuts remain, and historical US Bureau of Mines channel sampling and
1952 cross-sections are available for compilation. This provides an opportunity to test the strike, depth and
potential concealed extensions of the mineralised contact beyond the historical mine.
The surface rights overlying the Lone Pine claims are privately owned by a third party, and Western Cobalt
gives no warranty that lawful surface access exists free of any third-party right. The Company expects to need
to execute an access agreement with the surface rights owner before undertaking surface-disturbing
exploration.
Desert Flower Project
The Desert Flower Project, in the Newfoundland Range of Box Elder County, north-west Utah, covers the
historical Desert Flower mine and a scheelite-bearing skarn developed along the contact between quartz
monzonite and Ordovician carbonate rocks. Historical geological investigations report that the skarn contact
can be traced at surface for more than five miles (approximately 8 km). Historical mining and exploration
focused on the Desert Flower mine and a limited number of accessible surface occurrences.
Initial exploration is expected to focus on compiling historical records, geological and structural mapping, and
sampling of historical workings and mineralised outcrop along the contact, to identify targets for subsequent
drill testing. The northern part of the claim block also covers a historical copper prospect.
Super W (West Tintic) Project
The Super W Project (referred to by Western Cobalt as the West Tintic Project) is located in the historical West
Tintic mining district of Juab County, central Utah. It covers areas of historical tungsten mining, including the
Bates (approximately 70 feet) and Sullivan (approximately 400 feet) shafts, where mineralisation occurs in
structurally controlled fissure veins and along intrusive contacts.
Certain claims comprising the Super W Project rank behind claims previously located by one or more third
parties, and Western Cobalt gives no warranty as to the validity or priority of the Super W claims to the extent
of any overlap. The Company intends to complete detailed land-status, title and claim-priority investigations
before committing to material on-ground exploration expenditure, and will refine the effective project area once
that review is complete.
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Reported Historical Production
Historical records report tungsten production from three of the Utah Projects, as summarised in Table 2 below.
Lone Pine — Historical Reference: The primary published reference for Lone Pine production figures is
Everett, F.D., 1961, Tungsten deposits in Utah: U.S. Bureau of Mines Information Circular 8014 — the same
source cited for Desert Flower and other Box Elder/Utah tungsten mines in the USGS MRDS records. There
is also a USGS Historical Files record (Data Series 1004, OME file 6150) for the Lone Pine Mine. The IC 8014
citation is the standard reference for this mine's wartime production data.
Super W (West Tintic) — Historical Reference: The production figure (7,198 tons at ~0.94% WO₃, May 1942–
June 1944) comes directly from a contemporaneous USGS field report: Davis, D.L., 1944, Report on Desert
Tungsten Mine, West Tintic Mining District, Utah: U.S. Geological Survey unpublished report (now accessible
via Utah Geological Survey mineral files, MD00562_21). The same data is cited in secondary literature as:
U.S. Geological Survey Open-File Report 88-558 (Field Trip Guide for the West Tintic Mining District), which
gives 7,198 tons at average grade 1% WO₃, May 1942–June 1944.
Table 2 – Reported historical production
Project
Reported historical
production
Period Source
Lone Pine
1,156 t at approximately 3.68%
WO₃
1940–44
Everett, F.D., 1961, Tungsten deposits in Utah:
U.S. Bureau of Mines Information Circular 8014
Desert Flower
Approximately 400 short tons
(~360 t) of direct-shipping ore
at 1.25% WO₃
1950s US Bureau of Mines Information Circular 8014
Super W
(West Tintic)
7,198 short tons (~6,530 t) at
approximately 0.94% WO₃
1942–44
Davis, D.L., 1944, Report on Desert Tungsten Mine,
West Tintic Mining District, Utah: U.S. Geological
Survey unpublished report (UGS mineral files
MD00562_21). Also summarised in USGS Open-
File Report 88-558, a formal publication that states
7,198-ton / 1% WO₃ within the May 1942–June
1944 timeframe.
These are historical production records. They are not estimates of Mineral Resources or Ore Reserves, have not been
verified by a Competent Person, and may not be reliable. No Mineral Resource or Exploration Target has been estimated
for any of the Utah Projects. Refer to “Historical information” in Appendix 1.
May 2026 Rock Chip Sampling
In May 2026, before Pinnacle's involvement, Burgex Inc (“Burgex”), which staked the original claims and is
associated with Western Cobalt, the claim holder at that time, collected 25 rock chip and grab samples from
historical workings at the Lone Pine, Desert Flower, and Hero projects for APT. The samples were analysed
by ALS (certificate RE26240626, finalised 18 July 2026). Table 1 reports all 25 results, Figure 3 shows sample
locations, and Appendix 2 sets out the JORC Table 1 information.
• Lone Pine (11 samples, underground workings and glory hole): 0.69% to 12.25% W (0.87% to 15.45%
WO₃), with 8 of 11 samples above 2% W.
• Desert Flower (6 samples, adits and shaft area): 0.013% to 2.40% W (0.016% to 3.03% WO₃); gold up
to 0.663 g/t Au (DF-001).
• Hero (House Range) (8 samples, open cuts, pits and adit): 0.033% to 2.20% W (0.042% to 2.77%
WO₃).
Rock chip and grab samples are inherently selective. Several were taken from visible scheelite-bearing veins
and skarn within historical workings, and the results are not representative of the mineralisation and should
not be taken as indicative of grade, width or continuity. Two Trout Creek samples (TAC-1 and TAC-2) were
submitted separately and results are pending. Pinnacle intends to validate these results with its own sampling
after completion.
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Table 3 – May 2026 rock chip and grab sample results (ALS certificate RE26240626)
Sample Project
Date
(2026)
Latitude Longitude Location / description W %
WO₃
%
Au g/t
LP-1 Lone Pine 2 May 41.517239 -113.772188
Adit below glory hole; 6
in (15 cm) vein
3.70 4.67 <0.005
LP-2 Lone Pine 2 May 41.517239† -113.772188
2 in (5 cm) vein, beside
LP-1
5.17 6.52 <0.005
LP-3 Lone Pine 2 May 41.517117 -113.772039 Glory hole entrance 10.20 12.86 <0.005
LP-4 Lone Pine 2 May 41.517117† -113.772039
15 ft (4.6 m) down
glory hole decline
2.15 2.71 0.008
LP-5 Lone Pine 2 May 41.518974 -113.772728
Adit at top of dump; 6
in skarn in roof
1.465 1.85 <0.005
LP-6 Lone Pine 2 May 41.518803 -113.772590
Just inside adit;
disseminated pockets
4.72 5.95 <0.005
LP-7 Lone Pine 2 May 41.518822 -113.77268‡
20 ft down decline, 10
ft into drift; 15 in
section
0.690 0.87 <0.005
LP-8 Lone Pine 2 May 41.519309 -113.772787 25 ft into adit drift 5.61 7.07 <0.005
LP-9 Lone Pine 2 May 41.519309† -113.772787
Pillar at entrance to
south stope
10.05 12.67 <0.005
LP-10 Lone Pine 2 May 41.519309† -113.772787
70 ft (21 m) down
decline
12.25 15.45 <0.005
LP-11 Lone Pine 12 May 41.516829 -113.774142
Old gold mine adit,
~120 ft in; floor
1.415 1.78 <0.005
DF-001
Desert
Flower
11 May 41.255597 -113.332057
Skarn, 25 ft south of
adit entrance
0.559 0.70 0.663
DF-002
Desert
Flower
11 May 41.255597 -113.332057
Grab; copper skarn at
adit entrance
0.026 0.033 0.466
DF-003
Desert
Flower
11 May 41.256047 -113.331255 Grab, near shaft 0.013 0.016 0.144
DF-004
Desert
Flower
11 May 41.193135 -113.359932 Lower adit, entrance 0.441 0.56 <0.005
DF-005
Desert
Flower
11 May 41.193135 -113.359932
20 ft inside lower adit,
east wall
2.36 2.98 <0.005
DF-006
Desert
Flower
11 May 41.193135 -113.359932
Grab, 10 ft inside lower
adit; iron-rich
2.40 3.03 0.017
HH-01 Hero 13 May 39.194530 -113.380270
Grab, long open cut
beside road
0.122 0.15 <0.005
HH-02 Hero 13 May 39.194530† -113.380270
Adit beside open cut
near road
1.240 1.56 0.010
HH-03 Hero 13 May 39.194933 -113.380883
50 ft into adit, south
face; 3 ft skarn
0.485 0.61 <0.005
HH-04 Hero 13 May 39.190190 -113.377620
Old open pit, east face
of pocket
2.20 2.77 <0.005
HH-05 Hero 13 May 39.190190 -113.377620
Old open pit, back of
pocket
0.730 0.92 <0.005
HH-07 Hero 13 May 39.180990 -113.375320
South pits, middle of
skarn bed
0.118 0.15 <0.005
HH-08 Hero 13 May 39.180990 -113.375320
Grab, middle of south
pit
0.033 0.042 <0.005
HH-09 Hero 13 May 39.181220 -113.375510
South pits, east wall at
contact
0.154 0.19 <0.005
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Note: These are selective rock chip grades and do not imply grade continuity, widths or Mineral Resources.
Coordinates are handheld GPS in decimal degrees (WGS84 assumed); coordinates for underground samples
are approximate. † No separate coordinate recorded; location given is that of the adjacent sample. ‡ Field
record reads -11.3772681; corrected to -113.772681 (to be confirmed). WO₃ % = W % × 1.2611. Au by 30 g
fire assay; <0.005 = below detection.
MOU with Nexus Metals
On 14 August 2026, APT entered into a non-binding memorandum of understanding (the “Nexus MOU”) with
Nexus Metals LLC, a Delaware limited liability company wholly owned by Nexus Metals Pty Ltd ([ACN 699 926
951]) (together, “Nexus”). Nexus Metals LLC is party to an option and earn-in agreement dated 20 May 2026
with Del Sol Refining Inc, under which it may acquire, or otherwise secure rights to, a processing facility at
Amargosa Valley, Nevada, which Nexus does not own (the “Del Sol Facility”).
On 28 July 2026, American Tungsten & Antimony Ltd (ACN 168 269 752) (ASX:AT4) (“AT4”) announced that
it had agreed to acquire Nexus Metals Pty Ltd. AT4 has disclosed that completion of that acquisition is subject
to conditions, and it had not occurred as at the date of this announcement.
The Nexus MOU records the parties' intention to explore whether a commercial arrangement – which may take
the form of a toll treatment arrangement, an offtake arrangement or another agreed structure – may in future
be entered into for the processing of tungsten ore or concentrate from the Utah Projects at the Del Sol Facility.
The parties also intend to work together on:
• metallurgical testwork on tungsten ore and concentrate samples from the Utah Projects, to assess and
optimise concentrate specifications;
• characterisation of the mineralogy of the Utah Projects' tungsten mineralisation and its implications for
concentrate quality and recoveries; and
• jointly pursuing US federal and state funding opportunities to support the development of the Utah Projects.
The Company has not applied for any US federal funding, and there is no assurance that it would be
eligible for, or obtain, any such funding.
In consideration for Nexus undertaking technical and commercial assessment of APT's material, the Nexus
MOU contemplates a non-binding last look right for 36 months from the date of the Nexus MOU. If APT receives
a bona fide, arm's-length offer from an unrelated third party for the offtake, toll treatment or other
commercialisation of material from the Utah Projects, Nexus would have 30 business days to submit a
proposal, and APT would accept a proposal that matches or improves on the third-party offer.
The Nexus MOU is non-binding, other than its provisions on confidentiality, announcements, term and
termination, costs, notices and general matters. Any future commercial arrangement is conditional on Nexus
completing its option and earn-in agreement and securing rights to the Del Sol Facility, the parties executing
a definitive agreement, each party obtaining all necessary board, shareholder and regulatory approvals, and
each party completing its own technical, commercial, legal, tax, regulatory and financial assessment. None of
those conditions has been satisfied. The Nexus MOU confers no right on APT or Pinnacle to access, use or
acquire any interest in the Del Sol Facility, or to information about it, and is not a condition of the Acquisition.
The Nexus MOU ends on the earliest of the execution of a definitive agreement, 36 months after its execution,
agreement between the parties, or termination by either party on notice if Nexus's option and earn-in
agreement terminates or lapses, a condition becomes incapable of satisfaction, or the other party commits an
unremedied material breach of a binding provision. Pinnacle will not acquire, construct or operate any
processing facility as part of the Acquisition, and there is no certainty that a definitive agreement will be entered
into.
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Terms of the APT Acquisition
The material terms of the APT Acquisition Agreement are summarised below.
Consideration
The consideration for 100% of the issued capital of APT is to be satisfied wholly in Pinnacle securities issued
to the APT Vendors (or their nominees) in proportion to their holdings in APT, in full on completion (the
“Consideration”):
• Consideration Shares: 33,333,333 fully paid ordinary shares at a deemed issue price of $0.045 per
share; and
• Consideration Performance Shares: 33,333,333 performance shares, each converting into one share
at the volume-weighted average price of Pinnacle shares over 20 consecutive trading days on which
shares have traded at or above $0.09 (the “Milestone”), and otherwise lapsing three years after
completion.
The Consideration Shares will be subject to voluntary escrow, with 25% released on each of the dates falling
3, 6, 9 and 12 months after completion. Any shares issued on conversion of the Consideration Performance
Shares within 12 months after completion will be escrowed on the same basis.
No cash consideration is payable to the APT Vendors, although the Company has paid APT an exclusivity fee
of US$20,000 under an exclusive dealing agreement dated 30 July 2026. On completion, the Company will
also repay the unsecured loan from Oakley Capital Partners Pty Limited (“Oakley”) to APT under a loan
agreement dated 9 July 2026 (as varied on 19 August 2026), being US$254,094 in principal plus accrued
interest at 15% per annum.
None of the APT Vendors is a related party of the Company or a person referred to in Listing Rule 10.1. On
completion, MinExchange Pty Ltd, an APT Vendor, is expected to hold 12,499,999 shares (approximately
6.84% of the shares then on issue). Western Cobalt has agreed to pay MinExchange Pty Ltd a fee equal to
4% of the consideration Western Cobalt receives under the Western Cobalt Agreement; that fee is funded by
a 4% uplift included in the payments under the Western Cobalt Agreement and is an obligation of Western
Cobalt only. Oakley introduced the Acquisition to the Company.
Conditions precedent
Completion of the Acquisition is conditional on:
• Pinnacle obtaining all shareholder approvals required under the ASX Listing Rules and the Corporations
Act 2001 (Cth) for the Acquisition and the Placement (this condition cannot be waived);
• the Western Cobalt Agreement remaining on foot, the conditions under it having been satisfied or waived,
and legal and beneficial title to all of the claims having been transferred to APT Tungsten (USA) Inc and
recorded with the relevant County Recorder and filed with the BLM;
• Pinnacle completing the Placement, raising not less than $1,200,000 (before costs) through the issue of
shares at $0.045 per share, with one free attaching option for every two shares subscribed for (the
Placement is for up to $1,300,000);
• the parties obtaining all other necessary third-party and regulatory approvals, including under applicable
United States mining and foreign investment legislation; and
• no material adverse change occurring in the business, operations, assets or capital structure of Pinnacle
or APT.
The conditions must be satisfied or waived by 31 December 2026, or a later date agreed by the parties. On
completion, the Company will assume, through APT, the ongoing obligations under the Western Cobalt
Agreement. ASX has advised the Company that it will not exercise its discretion under Listing Rule 11.1.3 to
require the Company to re-comply with Chapters 1 and 2 of the Listing Rules in connection with the Acquisition.
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Western Cobalt Agreement
Western Cobalt has granted APT the exclusive right and option to acquire the claims comprising the Utah
Projects. The key terms are:
• Upfront payment: US$208,000 (US$200,000 plus a 4% uplift), which has been paid;
• Anniversary payments: APT may elect, project by project, to retain the claims by making anniversary
payments of up to US$2,912,000 in aggregate over three years if all five projects are retained
(US$520,000 on the first anniversary, US$832,000 at 26 months and US$1,560,000 on the third
anniversary). If an anniversary payment is not made in respect of a claim, that claim must be transferred
back to Western Cobalt;
• Minimum expenditure: US$1,000,000 on exploration across the claims within three years, with APT
bearing all claim maintenance costs (estimated at US$39,500 per annum);
• Maiden resource bonus: US$2,000,000 for each project on which a maiden JORC Mineral Resource of
not less than 15,000 tonnes of contained WO₃ at a grade of not less than 0.15% WO₃ is reported, up to
a maximum of two projects (US$4,000,000 in aggregate);
• Royalty: a 2% net smelter return royalty on each project acquired, which APT may buy back for
US$2,000,000 per 1%; and
• Sunset date: the agreement terminates if completion has not occurred by 31 December 2026, which
APT may extend to 31 March 2027 on payment of US$10,000 per month.
Board changes
On completion, the APT Vendors will nominate two directors for appointment to the Pinnacle Board: Mr
Matthew O'Kane, will be appointed Managing Director, and Mr Blake Steele, will be appointed a Non-Executive
Director. Mr William Witham will step down as Managing Director and Chief Executive Officer and will continue
on the Board as Technical Director. Mr Stephen Ross will continue as Non-Executive Chairman and Mr Aharon
(Ari) Zaetz as a Non-Executive Director. The new appointments add significant management capacity and
experience in North American operations. The Company's name and ASX code will not change. On
completion, the APT Vendors will together hold 33,333,333 shares (approximately 18.24% of the shares then
on issue).
Terms of the Placement
Concurrently with, and conditional on, completion of the Acquisition, Pinnacle intends to raise up to $1,300,000
(before costs) through the issue of up to 28,888,889 shares at $0.045 per share to unrelated institutional,
professional and sophisticated investors (the “Placement”). Placement participants will receive one free
attaching option for every two shares subscribed for and issued, being up to 14,444,445 options in the
Company's existing class of quoted options (ASX:PIMOB), exercisable at $0.08 each and expiring 22 August
2028 (“Placement Options”). The Placement is subject to shareholder approval, and the Placement Options
will be offered under a prospectus.
AT4 has agreed to subscribe for 9,157,031 shares (and 4,578,516 Placement Options) under the Placement,
representing $412,066. Following completion, AT4 is expected to hold 5.01% of Pinnacle's issued shares and
will become a substantial shareholder of the Company.
Oakley and AE Advisors Group Pty Ltd (the “Joint Lead Managers”) will act as corporate advisers and joint
lead managers to the Placement under a corporate advisory mandate dated 21 October 2026.
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Under the mandate, the Company has agreed to:
• pay the Joint Lead Managers a fee of 6% of the amount raised under the Placement, comprising a
management fee of 2% and a selling fee of 4%;
• issue the Joint Lead Managers a facilitation fee equal to 10% of the Consideration, comprising 3,333,333
shares and 3,333,333 performance shares on the same terms as the Consideration Performance Shares,
subject to shareholder approval (if approval is not obtained but completion occurs, the Company will
instead pay $150,000 in cash, and a further $150,000 if the Milestone is satisfied); and
• subject to completion of the Placement and the Acquisition, issue 22,000,000 performance rights
(“Adviser Performance Rights”), being 9,000,000 to each Joint Lead Manager and 4,000,000 to parties
mutually agreed by the Joint Lead Managers who assisted with the introduction and facilitation of the
Acquisition and ongoing investor relations activities (“Introducers”), su
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