6-K
Frontier Nuclear & Minerals Inc. (FNUC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of, September 2022
Commission File Number 001-41085
SNOW LAKERESOURCES LTD.
(Translation of registrant’s name into English)
242 Hargrave Street, #1700
Winnipeg, Manitoba R3C 0V1 Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
On September 23, 2022, Snow Lake Resources Ltd., d/b/a Snow Lake Lithium Ltd. (“Snow Lake Lithium” or the “Company”) issued a press release announcing that it received a letter from the staff of the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) stating the Company is no longer in compliance with Nasdaq’s audit committee requirement as set forth in Listing Rule 5605. The receipt of the letter has no immediate effect on the listing of the Company’s common shares, which will continue to trade uninterrupted on Nasdaq under the ticker “LITM”. The Company is working with the relevant authorities to remedy this issue and is conducting a search for a new director who meets the requirements of Nasdaq and is available for appointment to the Company’s board of directors and audit committee within the cure period. A copy of that press release is attached as Exhibit 99.1 hereto.
On the same day, Snow Lake Lithium issued a press release announcing that it has signed a non-binding Memorandum of Understanding with LG Energy Solution as a next step towards building the domestic supply chain for the North American electric vehicle market. A copy of that press release is attached as Exhibit 99.2 hereto.
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: September 23, 2022 | SNOW LAKE RESOURCES LTD. | |
|---|---|---|
| By: | /s/ Philip Gross | |
| Philip Gross | ||
| Chief Executive Officer and Director |
2
Exhibit 99.1
Snow Lake Lithium Receives Nasdaq Notificationof Noncompliance with Audit Committee Requirements
September 23, 2022, Snow Lake, Canada: Snow Lake Resources Ltd., d/b/a Snow Lake Lithium Ltd. (Nasdaq:LITM) (“Snow Lake Lithium” or, the “Company”) today announced that on September 19, 2022, it received a letter (the “Notification Letter”) from the staff of the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) stating the Company is no longer in compliance with Nasdaq’s audit committee requirement as set forth in Listing Rule 5605 due to the removal of Mr. Nachum Labkowski from the Company’s audit committee on September 7, 2022. Mr. Labkowski, was also removed as member of the nominating and corporate governance committee. He remains as an independent director of our board of directors (the “Board”).
The letter also states that Nasdaq will provide the Company a cure period in accordance with Listing Rule 5605(c)(4). Pursuant to Nasdaq Listing Rule 5605(c)(4), the Company is entitled to a cure period to regain compliance, such cure period to expire on the earlier of the Company’s next annual shareholders’ meeting or September 7, 2023; provided, however, that if the Company’s next annual shareholders’ meeting is held before March 6, 2023, then the Company must evidence compliance no later than March 6, 2023.
In the event the Company does not regain compliance by the end of cure period, Nasdaq rules require staff to provide written notification to the Company that its securities will be delisted. At that time, the Company may appeal the delisting determination to a Hearings Panel.
The receipt of the Notification Letter has no immediate effect on the listing of the Company’s common shares, which will continue to trade uninterrupted on Nasdaq under the ticker “LITM”.
The Company is working with the relevant authorities to remedy this issue and is conducting a search for a new director who meets the requirements of Nasdaq and is available for appointment to the Company’s board of directors and audit committee within the cure period. The Company must also submit to Nasdaq documentation, including biographies of any new directors, evidencing compliance with the listing rule within the cure period.
About Snow Lake Resources Ltd.
Based in Manitoba, Canada, Snow Lake Lithium is developing the world’s first all-electric Lithium mine to enable domestic supply of this critical resource to the North America electric vehicle industry.
Snow Lake Lithium is ideally located to serve the North American automotive industry with access to the US rail network via the Artic Gateway railway, which reduces transportation from thousands of miles by road and boat to just several hundred by train.
Snow Lake Lithium’s 55,000-acre site is expected to produce 160,000 tonnes of 6% lithium spodumene a year over a 10-year period. Currently, Snow Lake Lithium has explored around 1% of its site and is confident that further exploration will increase estimates over the course of the next year. Snow Lake Lithium’s mine will be operated by almost 100% renewable, hydroelectric power to ensure the most sustainable manufacturing approach.
Over the coming months, Snow Lake Lithium will continue its engineering evaluation and drilling programme across its Thompson Brothers Lithium Project site, with the expectation that mining operations will transition to commercial production in late 2024.
Snow Lake Lithium is committed to creating and operating a fully renewable and sustainable lithium mine that can deliver a completely traceable, carbon neutral and zero harm product to the North American electric vehicle and battery markets. We aspire to not only set the standard for responsible lithium mining, but we intend to be the first lithium producer in the world to achieve Certified B Corporation status in the process.
Our wholly owned Thompson Brothers Lithium Project now covers a 55,318-acre site that has only been 1% explored and contains an identified-to-date 11.1 million metric tonnes indicated and inferred resource at 1% Li2O.
Forward Looking Statements
This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on Snow Lake Resources Ltd.’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in our registration statements and reports filed with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and Snow Lake Resources Ltd. undertakes no duty to update such information except as required under applicable law.
For more information, please contact:
media@snowlakelithium.com
www.SnowLakeLithium.com
twitter: @SnowLakeLithium
LinkedIn: https://www.linkedin.com/company/snow-lake-resources
Exhibit 99.2
SNOW LAKE LITHIUM AND LG ENERGY SOLUTION
COLLABORATETO ESTABLISH LITHIUM SUPPLY CHAIN IN
NORTH AMERICA
| ● | Snow Lake Lithium and LG Energy Solution sign Memorandum of Understandingto establish domestic lithium supply chain for the North American electric vehicle market |
|---|---|
| ● | Partnership to deliver lithium hydroxide to LG Energy Solution |
| --- | --- |
| ● | Domestically sourced lithium is essential to secure the future of theNorth American automobile industry |
| --- | --- |
| ● | Media assets can be downloaded here: https://bit.ly/SnowLakeLithium |
| --- | --- |
September 23, 2022, Manitoba, Canada: Snow Lake Resources Ltd., d/b/a Snow Lake Lithium Ltd. (Nasdaq: LITM) (“Snow Lake Lithium”) has signed a non-binding Memorandum of Understanding (MOU) with LG Energy Solution (LGES: KRX 373220) as a next step towards building the domestic supply chain for the North American electric vehicle market.
Snow Lake Lithium and LGES will collaborate to explore the opportunity to create one of Canada's first lithium hydroxide processing plants in CentrePort, Winnipeg, Manitoba. Under the terms of the MOU, Snow Lake Lithium will supply LGES with lithium over a 10-year period once production starts in 2025. The MOU and contemplated partnership will be subject to a number of conditions, including the completion of due diligence from both parties.
A scoping study, in partnership with Primero, is already underway to identify the technologies, innovations and skills required to deliver a world-class lithium hydroxide plant within the Manitoba Province.
Philip Gross, CEO Snow Lake Lithium said, “We are delightedto collaborate with world-leading LG Energy Solution to build a rock to road battery supply chain for the electric vehicle market in NorthAmerica.
“Both Snow Lake Lithium and LG Energy Solution recognise theimportance of local sourcing of critical raw materials, such as lithium, and that this the logical step for battery and electric vehiclemanufacturers.
“Our all-electric lithium mine in Snow Lake Manitoba willpower 5 million electric vehicles over the next 10 years, helping to secure the future of the North American automobile market.
We are grateful for the commitment of Prime Minister Justin Trudeau,Premier of Manitoba, Heather Stefanson and Invest Canada to support the development of a sustainable mining industry in Canada which hashelped to facilitate our partnership with LG Energy Solution.”
Youngsoo Kwon, CEO of LG Energy Solutionsaid, “As we have recently announced our mid- to long-term strategy to focus on North America, the fastest growing EV market,these partnerships serve as a crucial step towards securing a stable key raw material supply chain in the region.”
“By constantly investing in upstreamsuppliers and establishing strategic partnerships with major suppliers of critical minerals, LGES will continue to ensure the steady deliveryof our top-quality products, thereby further advancing the global transition to EVs and ultimately to a sustainable future.”
Snow Lake & Manitoba’s rich mining heritage
Based in Manitoba, Canada, Snow Lake Lithium is developing the world’s first all-electric lithium mine to enable domestic supply of this critical resource to the North American electric vehicle industry.
Snow Lake Lithium is ideally located to serve the North American automotive industry with access to the US rail network via the Artic Gateway railway, which reduces transportation from thousands of miles by road and boat to just several hundred by train.
The Manitoba region has a rich history of mining, giving Snow Lake Lithium access to some of the most talented and experienced miners in North America.
“At a time of global energy insecurity, Manitoba is uniquelypositioned to supply the sustainable and reliable energy the world needs,” said Heather Stefanson, Premier of Manitoba.“We are thrilled to see this partnership move forward between Snow Lake Lithium and LG Energy Solutions to secure Manitoba’sleadership position in the North American electric vehicle supply chain. This collaboration is a testament to the work our governmentis doing to make Manitoba an attractive place to invest and will help create more good jobs for Manitobans and a stronger economy.”
Snow Lake Lithium’s 55,000-acre site is expected to produce 160,000 tonnes of 6% lithium spodumene a year over a 10-year period, enough to power 5 million electric vehicles. Currently, Snow Lake Lithium has explored approximately 1% of its site and is confident that further exploration will increase estimates over the course of the next year. Snow Lake Lithium’s planned mine will be operated by almost 100% renewable hydroelectric power to ensure the most sustainable lithium manufacturing approach.
Over the coming months, Snow Lake Lithium will continue its engineering evaluation and drilling programme across its site, with the expectation that mining operations will transition to commercial production targeted for 2025.
Canada - a global mining powerhouse
With its rich minerals and metals sector ecosystem, Canada is globally recognised as a world-leader in the mining industry. Its commitment to producing minerals in the right way, both protecting the environment and ensuring local, indigenous communities' benefit, is unparalleled.
Canada is a natural location for investment in critical minerals which are essential to renewable energy, clean technology and advanced manufacturing supply chains. Canada is the only country in the Western Hemisphere that has all the critical minerals required for EV batteries, including lithium.
By 2025, Canada is expected to rank third in the global production of the raw materials needed for electric vehicle batteries.
About Snow Lake Resources Ltd.
Snow Lake Lithium is committed to creating and operating a fully renewable and sustainable lithium mine that can deliver a completely traceable, carbon neutral and zero harm product to the North American electric vehicle and battery markets.
Our wholly owned Thompson Brothers Lithium Project now covers a 55,318-acre site that has only been 1% explored and contains an identified-to-date 11.1 million metric tonnes indicated and inferred resource at 1% Li2O.
2
About LG Energy Solution
LG Energy Solution (KRX: 373220), a split-off from LG Chem, is a leading global manufacturer of lithium-ion batteries for electric vehicles, mobility, IT, and energy storage systems. With 30 years of experience in revolutionary battery technology and extensive research and development (R&D), the company is the top battery-related patent holder in the world with over 24,000 patents. Its robust global network, which spans North America, Europe, Asia, and Australia, includes battery manufacturing facilities established through joint ventures with major automakers such as General Motors, Stellantis N.V. and Hyundai Motor Group. At the forefront of green business and sustainability, LG Energy Solution aims to achieve carbon neutral operations by 2050, while embodying the value of shared growth and promoting diverse and inclusive corporate culture. To learn more about LG Energy Solution's ideas and innovations, visit https://www.lgensol.com.
Forward Looking Statements
This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements are based on Snow Lake Resources Ltd.’s current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in our registration statements and reports filed with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date, and Snow Lake Resources Ltd. undertakes no duty to update such information except as required under applicable law.
For more information, please contact:
Investors ir@snowlakelithium.com
Media media@snowlakelithium.com
Twitter:@SnowLakeLithium
www.SnowLakeLithium.com
SOURCE: Snow Lake Resources Ltd.
3