Noble Mineral Exploration Inc. (NOB) Earnings Call Transcript & Summary

There is nobody else in the waiting room at this point in time. I will keep and we'll monitor it over the course of the next 20 minutes or so. And in the event that anybody else shows up, we'll admit them as we go along here. With respect to the meeting, I would now -- it's now a little after 10:00. My name is H. Vance White, President and Chief Executive Officer of the company. I will act as Chairman of the meeting. This is the Annual and General Special Meeting of Shareholders Noble Mineral Exploration Inc. called pursuant to the notice dated January 16, 2023. The directors of Noble have decided to hold this meeting in a virtual meeting -- as a virtual meeting to provide Noble shareholders and directors and our guests, a safer and easier opportunity to attend. Therefore, no one is attending this meeting in-person with all attendees participating through Zoom by video conference or by phone. At this point, I would ask you to mute your microphones in the event that there's a dog barking in your back office or whatever the case may be, as well as if you could put your phones on to silent or vibrate-only, that would be very much appreciated.

Mr. Chairman?

Yes, please.

If you'd like, I can just monitor if anybody is coming in that way you can focus on the proceeds. If anyone comes in, I will let them in and make it up.

Thank you very much, Denis. The meeting will now come to order. And with your approval, I will ask Denis Frawley, the Company Secretary, to act as Secretary of the meeting; and Rosa Garofalo of the TSX Trust Company, the transfer agent of Noble to act as scrutineer. I would now ask the scrutineer to confirm whether she had the opportunity to identify all persons attending this meeting, and to name those who are entitled to vote today. I would then ask the Secretary to confirm the procedure to pass motions at this meeting.

Good morning, everyone. Upon identifying all the voting attendees, I confirm that those entitled to vote at this meeting are -- Sorry, my list is just a bit different. Let me just go to my list here. Sorry about that. Vance White, Denis Frawley, Birks Bovaird. No other person is entitled to vote at the meeting.

I would like to make a couple of notes regarding the voting procedures at this meeting. As noted by our scrutineer, there are more than 3 persons entitled to vote at this meeting, pursuant to the rules for the corporate shareholder meetings when at a shareholder meeting, there are 3 or more persons entitled to vote, an appropriate process is for the motions to be proposed and seconded by 2 attendees entitled to vote at this meeting. In order -- in addition, given that this meeting is not being held in-person, I am going to turn on the record now -- excuse me. I suggest that the voting to be conducted by roll calls such that when a vote to shareholders' call, each of the persons in attendance who is entitled to vote will be required to state his, her name and say, aye, if voting in favor, nay if voting against or withholding, abstain if abstaining. Thank you both for these clarifications, and I agree that a vote by roll call is appropriate in the circumstances, we will require that the meeting conducted as outlined. Before commencing the business of the meeting, I will take a moment to introduce the full and current and proposed directors of the company, as well as members of the company's senior management who are attending. Birks Bovaird; Yvan Champagne, I don't believe he's in attendance; Mike Newbury, who is in attendance; Sam Peralta, Director, who is in attendance; and Rob Suttie, our Chief Executive -- our Chief Financial officer, who is also in attendance. I would now ask the Secretary to confirm that the following documents have been made available to the attendees; 1, notice of meeting; 2, instrument of proxy; 3, management information circular dated Jan 16, 2023, the circular other than consolidated financial statements of the company for the financial year ended August 31, 2022, together with auditor's report thereon and the management's discussion and analysis relating thereto. By statutory declaration dated January 30, 2023, proving service of all of the above material on the shareholders of the company and the auditors and directors of the company. And 6 minutes of the annual and special meeting of shareholders held on March 14, 2022. These documents are made available by being posted to the meeting platform. In order that any shareholder may examine the same, if so desired. Notice calling this meeting with all proxy-related material has -- was mailed to the shareholders in accordance with the company's bylaws, the Ontario Business Corporations Act and other applicable laws. Motion One.

Chairman. Sorry. Mr. Chairman, I can confirm if anyone is looking for the materials in terms of where they are in the platform, if you click on the chat button, you will find the documents there.

Thank you, Denis, for the clarification. Motion One. In view of the fact the notice of meeting and the statutory declaration proving service in accordance with the company's bylaws have been table are available for inspection. I will now entertain a motion that the reading of the notice of meeting and the statutory declaration proving service thereof be dispensed with.

Absolutely. I can move that -- I move that the meeting of the -- notice of meeting and the statutory declaration proving service thereof be dispensed with. Perhaps Birks, you might...

Second.

Yes. Sorry, I'll second that. I was muted.

Yes. It's okay. Understood.

If a motion has been made and seconded, the Chairman will then say, it has now been moved and seconded that the reading of the notice of meeting and the statutory declaration for service thereof be dispensed with. All those in favor, please state their -- speak your name one by one and say aye. If contrary, please state your name, one by one and can say nay. Aye, Vance White.

Aye. Birks Bovaird.

Aye. Denis Frawley.

I declare the resolution carried. With respect to a quorum, with the scrutineer report the number of shareholders present in-person and total number of shares they represent, together with the number of shares represented by proxy.

We have 3 total holders represented in-person or by proxy at the meeting holding 1,715,046 shares, 98 management proxies received representing 66,361,383 shares for a total representation at the meeting 68,076,429 shares, which is 30.4% of the issued and outstanding.

Thank you. There is a quorum present and proof of notice calling the meeting has been given in accordance with the company's bylaws and the Ontario Business Corporations Act. Therefore, I now declare that the meeting is regularly called, properly constituted for the transaction of business and instruct the secretary to file the statutory declaration and related documents with the minute books of the company. Verification in the minutes on March 14, 2022 shareholder meeting. The next item of business is the verification of the minutes of the company's shareholder meeting held March 14, 2022. I confirm that the minutes of the last shareholder meeting have been filed in the company's minute book and are available for inspection. If there are no objections, I will dispose of the reading of the minutes of the last meeting of shareholders in the minutes. And the minutes will be taken as read and verified as made available to this meeting. 2022 financial statements. The next item of business is the presentation the audited financial -- audited consolidated financial statements of the company for the financial year ended August 31, 2022, together with the auditor's report thereon. Motion 2, a copy of the audited consolidated financial statements for the financial year ended August 31, 2022, including the auditor's report thereon, has been made available to each shareholder. It is not proposed to read, them to the shift to the audience. These documents are also available for review at this meeting. I will now entertain a motion for a resolution that the auditor's report be taken as read.

Aye so move.

Aye happily second.

Second.

All those in favor, please take the name one by one and say aye. If contrary, please state your name one by one and say nay. Vance White, aye.

Birks Bovaird, aye.

Denis Frawley, aye.

I declare the resolution carried. Election of directors. Let us proceed with the election of directors just getting for the ensuing year. Management proposes that all of the current 5 directors are to be reelected to hold office until the next annual meeting of the company or until their successors are elected or appointed, and they are nominated for reelection of this meeting as management's nominees. I declare the meeting open for nominations, and I nominate the following individuals as directors of the company for the ensuing year. J. Birks Bovaird; Yvan Champagne; Michael Newbury; Samuel Peralta; and myself H. Vance White. Those are the nominees of management as disclosed in the circular. Are there any further nominations? There being none. I will now entertain a motion for a resolution that nominations be closed.

Mr. Chairman, I'd like to confirm the nominations you presented and also confirm that the nomination should be closed.

Mr. Chairman, I second that motion.

All those in favor, please state your name one by one, say, aye. If contrary, please state your name one by one and say, nay. Vance White, aye.

Birks Bovaird, aye.

Denis Frawley, aye.

I declare the resolution carried. Motion 4, I hereby declare the nomination is closed. I will now propose a motion for a resolution for the election of the individuals nominated as directors. In order for this resolution to be effective, it must be passed by a majority of the votes passed in-person or by proxy at this meeting.

Mr. Chairman, I move that. Sure -- yes. I move that J. Birks Bovaird; Yvan Champagne; Michael Newbury; Samuel Peralta; and yourself Vance White be, and they are hereby elected as directors of the company to hold office until the next annual meeting of the shareholders or until their successors are elected or appointed.

Mr. Chairman, I second the motion.

All those in favor, please state your name one by one, say aye. If withholding, please state your name one by one, and say nay. Vance White, aye.

Birks Bovaird, aye.

Denis Frawley, aye.

I hereby declare those individuals duly elected as directors of the company to hold office until next -- to the next annual meeting of shareholders or until the success -- their successors are elected or appointed. Reappointment of auditors. The next item of business is to approve the appointment of MNP LLP as the auditors of the company to hold office until close of the next annual meeting or the -- of the company, at such remuneration to be fixed by the Board of Directors. The details of this matter are more fully described in the circular under the caption Reappointment of Auditors. Are there any questions from shareholders in regard to this resolution? There being none in order for this resolution to be effective, it must be passed by a majority of the votes cast in-person or by proxy at this meeting. I will now entertain a motion to reappoint MNP LLP as the auditors of the company to hold office until the next annual meeting of the company with the auditor's remuneration to be fixed by the Board of Directors.

Aye so move.

We'll step on each other to a second.

So has the motion being put and seconded.

It has been put and seconded.

All those in favor, please state your name one by one, say aye. If withholding, please state your name one by one, say nay. Vance White, aye.

Aye, Birks Bovaird. Aye.

Denis Frawley, aye.

I declare that MNP LLP is reappointed as auditors of the company for the ensuing year with the auditor's remuneration be fixed by the Board of Directors. Approval of the amended and restated 2022 equity incentives plan. The next item of business is to prove the company's amended and restated 2022 equity incentive plan. As described on page -- the page of the circular under the caption Approval of Amended and Restated 2022 Equity Incentive Plan. The shareholders of the company have approved the 2022 equity incentive plan '22 EIP has a rolling 5% plan at the meeting held on March 14, 2022, on the TSXV guidelines, the shareholders must fully approve the plan annually and that no approvals obtained within 15 months from the most recent approval, no grants can be made until shareholder approval is obtained. As further detailed on Pages 10 and 11 of the circular, certain amendments to the 2022 EIP were recently approved by the Board in the 2022 EIP is as amended, has been renamed the amended and restated 2022 equity incentive plan. In addition, a BlackLine version showing the changes to the amended plan was included in the Schedule B to the circular. Shareholders will be asked to pass an ordinary resolution substantially in the form is set out in the circular to approve the amended and restated 2022 equity incentive plan. Are there any questions from shareholders in regard to this resolution? I'm seeing -- I'm hearing none. Anybody request any further details on summary changes on the plan and appendix speed to the script. We don't see any, and I haven't heard any. In order for this resolution to be effective, it must be passed by the majority of votes cast in-person or by proxy at this meeting. If there are no questions, I would propose a motion approving the amended restated 2022 equity incentive plan and call for a vote.

Mr. Chairman, it be resolved as an ordinary resolution that the resolution as set out in the circular, approving the amended and restated 2022 equity incentive plan of the company be hereby authorized and confirmed.

Mr. Chairman, I second the motion.

All those in favor, please state your name one by one and say, aye. If contrary, please state your name one by one and say, nay. Vance White, aye.

Birks Bovaird, aye.

Denis Frawley, aye.

I hereby declare that the motion that the resolution as set out in the circular, approving the amended and restated 2022 equity incentive plan of the company has been passed by a majority of the common shareholders, shares voting at this meeting. Their business termination of the meeting. The formal business of the meeting has now been concluded. I'd like to ask if there are any other matters that a shareholder wishes to raise.

Mr. Chairman, I think you have a business presentation after the termination of the formal portion of the meeting, correct?

Just a review of current projects and where we're at.

So perhaps, if there are any questions that might be at that time.

Okay. If there are no further issues, I declare that all business at this meeting has been concluded that entertain a motion that the meeting be terminated.

I move that the meeting be concluded.

Mr. Chairman, I second that motion.

All those in favor, please state your name one by one, say aye. If contrary, please state your name one by one and say, nay. Vance White, aye.

Birks Bovaird, aye.

Denis Frawley, aye.

I hereby declare the motion carried and the meeting terminated. Now we did put out a release -- news release this morning. I'm now going to ask -- I'm going to go over here to Facebook. So I'm going to pull myself, and mute for a moment.

So for those in attendance, advances just bringing in the Exploration Manager to give an update.

Did you -- you catch. I didn't catch what Rosa wrote, Denis.

So there's -- for those interested, that was missed at the beginning -- before the meeting -- the formal meeting started, there was a discussion about when Canada and Nickel company was having its shareholder meeting and Rosa of TSX Trust, who is also the transfer agent for Canada Nickel has confirmed that their -- the Canada Nickel shareholder meeting has been called for April 6.

Thank you.

Okay. Wayne now [indiscernible] coming into the waiting room in a moment here, but let me just give a brief overview of what we've done over the course of the past year, and a brief update on Canada Nickel. Turning to Canada Nickel. Right now, the company still holds in the order of about 3 million shares of Canada Nickel, and they're in the process of going through a formal feasibility study, which is anticipated to be completed by the end of the second quarter of 2023. In other words, about 3 months to 3.5 months, 4 months down the road. Incorporated into that will be an update to their resource, update to their metallurgy an update to their net carbon 0 and carbon sequestration. I anticipate that it's going to be a very strong feasibility study, particularly now that they have a strategic partner in place in the form of Anglo American and also in the process of finalizing an additional $20 million bought deal, which would aggregate approximately almost $50 million over the course of the last month to close by second of March. They are very much involved in bearing out aggressively with respect to potential offtake agreements with various either battery manufacturers and the automotive companies and anticipate that we will be brought up to speed with regard to that at their annual meeting, Annual General Meeting, which I expect to take place sometime in April. If you want any detailed information relative to what Mark has been doing over the course of the last number of years and where they stand right now and adviser, I invite you to go to a YouTube presentation under Crux Investor that's C-R-U-X Investor and he can provide you with a full and complete update as to where Canada Nickel stands. But believe me, I think that for the long-term, this is going to be a very, very exciting play. With respect to our field operations, we did make a rarest discovery in the Nagagami carbonatite play. The rock value there is in the order of about USD 280 per tonne. We're just -- we've just done a preliminary as to where we want to go with that project. It has only at this point in time, on the airborne access. So it's an extremely expensive play that will need in our belief, probably a senior partner to come in and carry out additional work in there, although we may put 1 or 2 additional holes in, if we were able to get winter access, but that would likely not take place until probably sometime in the next winter drilling season, but not this year. The rare reserves specialized field, and it's my belief that they require specialized talent. But the fact that we have made a discovery there, I feel it is important for Noble. With respect to our Boulder project, we've completed an airborne survey, Airborne EM and MAG. And we've identified a number of targets on that Boulder play. If you recall, in 1 of the releases we put out last year relative to that boulder, the boulder did come back from -- with respect to identification with in excess of 70% copper such that if one were to discover the source of that Boulder, and we have had glacier experts on site in order to review what they feel to be the glacial direction or trains and the program to follow-up with any kind of drilling expiration on that project likely won't take place until late spring, early summer. It is accessible. The first step needs to be -- to put in place agreements with the various surface rights holders as those were state mining claims. I'd now like to -- we did put out a release this morning relative to our Cere Villebon play in Quebec and also with respect to the Kidd project plan that we have in Carnegie Townships. And at this point, I would like to invite our exploration manager to Wayne Holmstead to review those 2 particular plays as were discussed in this morning's news release. Wayne?

Okay. Hello, everybody. We've been -- we're in the process of mobilizing a drill to the Cere Villebon project, where in the past, they've intersected significant copper, nickel, platinum group elements. So we would like to -- the drilling that we're doing is verifying some of the past drilling, which was -- which gave very good results. So we're attempting to verify the results and see if we can extend the mineralization along strike. And I guess after the drilling, we should be able to bring it up to 43-101 compliant resource with a new report. The last report, I think, Vance, was done in 2009, was it?

The report was a 2009 NI 43-101 report, it was based on drilling that have been carried out by LaFosse Group back in the late '80s.

Yes. That drilling is too old for a current 43-101. So we'll bring that up to date. Like I said, the drilling is moving in there today, and we should be drilling probably by the weekend, I would say. We have one of our guys up there on his way up, and I'll be going up as soon as I return to Canada. On the Carnegie, Kidd project, actually, I'm receiving -- we're just do the preliminary pseudo sections on the IP survey that was done there are just coming in, and they look very interesting. We certainly have some excellent targets for drilling there, and we're permitted and pretty much ready to go as soon as that surveys finished up.

Great. Thank you very much, Wayne. Appreciate that. Now I would open up the forum to questions. And I would ask you to do so by either raising your hand or unmuting your mic and speaking up. But if we could open, I have the first question, please? Are there any questions? That's my first question. Go ahead, Gerard.

Yes, on the Boulder project, what kind of time frame do you see before you have any kind of guidance as to where things would be 6 months, a year?

Well, on that project, we're dealing with a lot of surface rates owners and as well as some patented claims that belong to another entity. So we have to go through quite a process of like some of them are like farms and private properties. So we can't just move a drill in on there. We have to go through a process of getting their permission and sort of getting them on side with what we're doing. So far, the reaction has been very good. We had a crew out their last fall, and they spoke to many of the landowners. And they're -- I mean it's sort of like -- sort of an economically depressed area. So they're all for any kind of development that might bring employment and revenue into the area. In addition, the gentleman that found the Boulder, Andre Cozono, used to live in that area, and he knows all of them to a extend and he's well respected there, and we found him to be a great help in talking to people. The other problem is a lot of the -- that area of Ontario is predominantly French speaking and he's a French-Canadian. So he has a good relation with the people there. And so he's been a great help and moving around and talking to people in the area. So we will be employing him probably soon in the springtime, and we'll be going around door-to-door, presenting what we're doing to people and trying to get permission to go on their land. In addition, Ed, who is the former resident geologist for Ontario -- for Timmins is also -- he also has a very well-respected presence in the area, and he's helping us out also.

Any aberrational communities have in the neighborhood?

Yes. I was just going to add that, Gerard, that we do have a Mineral and Exploration Agreement with the Constance Lake First Nation, which covers both the Nagagami site as well as the Boulder site. So both of those projects are covered by that Exploration agreement With Constance Lake.

And you're finding you're getting a positive from that community and they see the buy into it as a positive for their community?

Provided that all of the needs deciders wishes of the community you observed. I mean it's one of those scenarios today where in dealing with First Nations, particularly in areas where there hasn't been an awful lot of mining activity, yes, there's been a lot of forestry activity but not a lot of mining activity. You have to be sensitive to their needs and to their concerns.

Another couple of comments there. I went around with Andre to most of the people that are living close to the discovery area. There's a lot more land that we've picked up, but the overall response we got was very good. You have to appreciate that the area has -- had any exploration work in the last 75 years since 1958 on the last of the exploration is pulled out of that area. There is some work to the south and there's been some to the north, but not in the immediate area where we are -- most of the land is farmland or timber rights. And we only ran across 1 individual who didn't permit us to travel -- we were doing a prospecting and soil sampling project. We ran into only 1 individual out of -- I want to say 30 or 40 people we talk to, who didn't want us on his property, and we respected that. What we have to do is we have to notify all the landowners, the surface rights owners, when we actually state claims under the mining rights underneath their property. And we've done that, and I've gotten phone calls back from many people asking what's going on and we basically expressed to them that the mining rights were there for anybody. They belong to the Ontario government. We have essentially an option on them, and we will not be traveling on their property without talking to them first. And that's that seemed to make the difference for 99% of the people that I talked to -- there was just 1 individual that -- his wife said fine, and he said no.

Sure, he makes his wife's life difficult, too.

Yes.

Thanks very much, Ed. I appreciate it.

You're welcome.

Now have we got any other questions, please. There being none, I would entertain therefore that we close this meeting. I'd like to thank everybody for their attendance. I think this coming year 2023 is going to see some, hopefully, better markets and hopefully, some success in the field. We feel we're on the right track, and we're looking forward, obviously, to the results of the feasibility study of Canada Nickel, I guess the 1 caveat that one has to throw out there is the uncertainties surrounding global and geopolitical events on a global basis. So that being said, hopefully, we can get beyond that and into better junior markets. Thanks very much for your attendance. I appreciate it very much. I'm going to be turning the recording off and wish everybody a good day and best of the season.

Thank you.

Thank you.

Thank you.

Thanks, everyone. Have a great day.