20:56:11 EDT Sun 05 May 2024
Enter Symbol
or Name
USA
CA



Precipitate Gold Corp
Symbol PRG
Shares Issued 75,692,575
Close 2017-02-13 C$ 0.135
Market Cap C$ 10,218,498
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Precipitate Gold options Reef to Golden Predator

2017-02-13 09:11 ET - News Release

Mr. Jeffrey Wilson reports

PRECIPITATE OPTIONS REEF PROPERTY (YUKON) TO GOLDEN PREDATOR MINING

Precipitate Gold Corp. has entered into a mineral property option agreement with Golden Predator Mining Corp. pursuant to which Golden Predator may acquire Precipitate Gold's 100-per-cent interest in certain mineral claims known as the Reef property located immediately adjacent to the northern boundary of Golden Predator's 3 Aces project in the Upper Hyland River area of the southeast region of the Yukon territory.

Subject to TSX Venture Exchange approval, the option agreement grants Golden Predator the exclusive right to earn a 100-per-cent interest in the property by, among other things, completing staged payments totalling $1.05-million in cash, approximately $900,000 in Golden Predator common shares and 800,000 three-year warrants exercisable for the purchase of additional Golden Predator shares. Under the terms of the agreement, to complete the acquisition Golden Predator must deliver the following payments:

  • On the closing date: $400,000 in cash, 100,000 common shares of Golden Predator and 100,000 warrants exercisable into common shares of Golden Predator for a period of three years from the date of issuance at an exercise price of $1.50 per share;
  • On or before the date that is 12 months from the closing date: an additional $150,000 in cash, 100,000 common shares of Golden Predator and 100,000 warrants exercisable into common shares of Golden Predator for a period of three years from the date of issuance at an exercise price of $2.00 per share;
  • On or before the date that is 24 months from the closing date: an additional $200,000 in cash, that number of common shares of Golden Predator equal in value to $300,000 determined at a price per share equal to the greater of the minimum price and the 21-day VWAP (volume-weighted average price) as of such anniversary date, and 300,000 warrants exercisable into common shares of Golden Predator for a period of three years from the date of issuance with an exercise price per share equal to 150 per cent of the 24-month share price;
  • On or before the date that is 36 months from the closing date: an additional $300,000 in cash, that number of common shares of Golden Predator equal in value to $300,000 determined at a price per share equal to greater of the minimum price and the 21-day VWAP as of such anniversary date, and 300,000 warrants exercisable into common shares of Golden Predator for a period of three years from the date of issuance with an exercise price per share equal to 150 per cent of the 36-month share price.

Pursuant to the agreement, Golden Predator will grant to Precipitate a 2-per-cent net smelter royalty (NSR) on claims that are not subject to a pre-existing royalty and a 1-per-cent NSR royalty on claims that are subject to a pre-existing royalty. Golden Predator may purchase 25 per cent of the company's NSR royalty at any time for a purchase price of $1-million and an additional 25 per cent of the company's NSR royalty at any time for a purchase price of $1.5-million (and aggregate of $2.5-million to buy back 50 per cent of the NSR held by the company).

Jeffrey Wilson, Precipitate's president and chief executive officer, stated: "We are very pleased to enter into this agreement with Golden Predator whose management and technical teams have shown a proficiency for effective exploration and discovery in the region, as evidenced by the recent and ongoing successful advancement of the 3 Aces project. The favourable option payment terms of this agreement, specifically the initial cash and share component received upon closing, immediately benefit Precipitate with an injection of capital for ongoing advancement of our Juan de Herrera project in the Dominican Republic and general working capital, without the need for an unnecessarily dilutive equity financing. In addition, the Golden Predator shares and warrants issued to Precipitate in this agreement allow Precipitate and its shareholders to directly benefit from any future exploration success achieved by Golden Predator, whether at the Reef project or any other of its properties."

The common shares issued pursuant to this agreement will be subject to a four-month hold period in accordance with applicable securities laws. The agreement is also subject to TSX-V approval.

About Precipitate Gold Corp.

Precipitate Gold is a mineral exploration company focused on exploring and advancing its mineral property interests in the Tireo gold trend of the Dominican Republic. The company also maintains assets in Northern British Columbia and southeast Yukon territory and is actively evaluating additional high-impact property acquisitions with the potential to expand the company's portfolio and increase shareholder value.

We seek Safe Harbor.

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