TORONTO, Nov. 27, 2017 /CNW/ - Conquest Resources
Limited (TSV-V: "CQR") ("Conquest" or "the Company") is pleased
to announce that the Company has entered into a conditional
agreement to acquire, indirectly, the Golden Rose Property, which
encompasses the former Golden Rose gold mine and related patented
and staked mining claims located 65 kilometres northeast of
Sudbury.
Conquest has entered into the Agreement (the "Acquisition
Agreement") with Northern Nickel Mining Inc. ("Northern Nickel"),
the current owner of the Golden Rose Property, and its majority
shareholders to acquire 100% of Northern Nickel in consideration of
the issuance of a total of 10,000,000 shares of Conquest to the
shareholders of Northern Nickel, representing approximately 10% of
CQR shares outstanding.
"This low-cost acquisition is transformative
for Conquest and its shareholders. The Golden Rose mine
property at Emerald Lake has
exceptional exploration upside for gold discovery" commented
Benjamin Batson, P. Geo, P. Eng.,
President and Chief Executive of Conquest. "The former
gold producing mine has unusually extensive underground development
and relatively few exploration programs over the property's
120-year history, despite having exploration success through the
last boom-cycle of the Canadian mining industry 2009 through
2011."
"Exploration of the former Golden
Rose Mine has been historically focused on a developed
corridor of high-grade gold mineralization measuring 770 metre in
length over seven levels. In 2010, surface exploration
drilling confirmed high-grade gold mineralization below the
300-metre level at the east end of the developed areas. The
Company feels there is great opportunity to create value for
Conquest shareholders by exploring in the untested areas around the
mine, in addition to the combined seven kilometres of favourable
stratigraphy over two banded iron formations which are largely
untested and completely open for new gold discovery."
The Acquisition Agreement provides for the purchase of 3,510,000
shares (70%) of Northern Nickel from the majority shareholders of
Northern Nickel and the agreement of Northern Nickel to assist in
securing the agreement of the remaining shareholders to sell their
shares in consideration for the issuance of a total of 10,000,000
shares of Conquest. In order to make the best use of their
knowledge and experience with the Golden Rose Property, Conquest
has also agreed to retain the consulting services of the three
majority shareholders of Northern Nickel at a total cost of
$75,000 over three years and appoint
a representative of Northern Nickel to the Board of Conquest.
Closing of the transaction contemplated in the Acquisition
Agreement is subject to the agreement of the remaining shareholders
of Northern Nickel, regulatory approval including acceptance by the
TSX Venture Exchange and other closing conditions as are usual to
agreements of this kind. Completion of the transaction is
targeted for November 30, 2017.
FINANCING
Conquest is planning to undertake a property-wide drilling and
sampling program at the Golden Rose property of unexplored targets
identified during its review of the property data and
history. To fund this work, Conquest plans to seek a
non-brokered private placement of up to 3.5 million units at a
price of $0.15 per unit for gross
proceeds of up to $525,000.
Each unit will consist of two flow-through shares, one common
share and one-half a share purchase warrant. Each whole share
purchase warrant will entitle the holder to purchase one additional
common share for $0.05 per share for
12 months from the completion of the placement. A total of
$0.10 of the purchase price of each
unit will be allocated to the purchase of the two flow-through
shares included in the units. Subject to regulatory approval,
Insiders of Conquest may purchase up to 1.0 million units
($150,000) in the placement.
Conquest is seeking to complete this private placement prior to the
end of December, 2017.
QUALIFIED PERSONS
Information of a scientific or technical nature contained in
this release has been prepared by or under the supervision of
Benjamin Batson, P. Geo., P. Eng.,
President and Chief Executive Officer of the Company. Mr.
Batson is a Qualified Person within the meaning of National
Instrument 43‐101 of the Canadian Securities Administrators.
COMPANY OVERVIEW
Conquest Resources Limited was first incorporated in 1945 and is
a mineral exploration company that is engaged in the exploration of
mineral properties in Ontario. The
Company's principal exploration target is gold.
Conquest holds an undivided 100% interest in the Alexander
Property located in the Red Lake
mining camp in Ontario. The Alexander Gold Project located
immediately east of Goldcorp Inc.'s Red
Lake and Campbell mines in the heart of the Red Lake Gold
Camp on the important "Mine Trend" regional structure which is
almost surrounded by Goldcorp's land holdings.
Conquest also holds a 100% interest in the Smith Lake Property
which consists of six (6) patented mining claims and sixteen (16)
staked mining claims in Leeson, Stover, Brackin, and Rennie
Townships in northern Ontario,
lying to the north, west and south of the former Renabie gold
mine.
Information will be made available in the coming days on the
project, the details of the transaction and the upcoming private
placement financing by way of news release and a new company
website.
This news release may include certain "forward-looking
statements". All statements other than statements of historical
fact, included in this release, including, without limitation,
statements regarding potential mineralization, resources and
reserves, exploration results, and future plans and objectives of
Conquest, are forward-looking statements that involve various risks
and uncertainties. There can be no assurance that such statements
will prove to be accurate and actual results and future events
could differ materially from those anticipated in such statements.
Important factors that could cause actual results to differ
materially from Conquest's expectations are exploration risks
detailed herein and from time to time in the filings made by
Conquest with securities regulators. Neither the TSX Venture
Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or the accuracy of this
release.
SOURCE Conquest Resources Limited