The TSX Venture Exchange has accepted for filing documentation the property option agreement dated March 21, 2024, between the company and a non-arm's-length party. Pursuant to the terms of the agreement, the company has granted the purchaser the option to acquire up to a 100-per-cent interest in the Mt. Hinton project and 10 other gold projects over two-stage earn-in phases according to the following payment schedule.
First option: 70-per-cent interest:
- 305,000 common shares of the purchaser;
- Exploration expenditures of $6-million, which may be accelerated at the purchaser's discretion:
- $500,000 on or before Dec. 31, 2024;
- $1-million on or before Dec. 31, 2025;
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$1.5-million on or before Dec. 31, 2026;
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$3-million on or before Dec. 31, 2027;
- The company will be granted a 1-per-cent net smelter royalty (NSR) return;
- Upon the exercise of the first option and the termination of the second option, the parties will be deemed to have entered into a joint venture agreement.
Second option: 30 per cent (total of 100 per cent):
- An additional share issuance to be the number of shares equal to 9.99 per cent of the issued and outstanding shares following the issuance of those shares, subject to a maximum of 8.92 million shares;
- Second option must be fulfilled on or before Feb. 28, 2028;
- Upon exercise of the second option, the company will be granted an additional 1-per-cent net smelter return (NSR) royalty. The purchaser may repurchase the second option NSR for 1,500 ounces of gold or the cash equivalent at the time of repurchase.
At no point in time will the purchaser issue to the company a number of shares that will cause the company to become a control entity of the purchaser without first obtaining disinterested shareholder approval and prior exchange approval.
For further details, please refer to the company's news releases dated March 4, 2024, June 25, 2024, and July 9, 2024.
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