Cameo Cobalt Corp. (TSX Venture: CRU) (OTC: CRUUF) (FWB:
SY7N) (the “
Company” or
“
Cameo”) is pleased to announce that further to
its news release dated January 14, 2019, the Company has received
final TSX Venture Exchange approval for the purchase of mining
assets in an arm’s length transaction from MX Gold Corp. (the
“
Vendor”) for a combination of cash, common shares
of the Company and the grant of a 50% net profit interest in the
two mining properties going forward, as follows:
- FortyTwo Metals Share Purchase Agreement dated January 11,
2019, whereby the Company has agreed to purchase from the Vendor
all of the issued and outstanding shares of the Vendor’s
wholly-owned subsidiary, FortyTwo Metals Inc.
(“FortyTwo”), for aggregate consideration of
$578,982.76 consisting of $53,982 to renew certain mineral claims
of the MAX Property owned by FortyTwo, $150,000 in cash and
5,000,000 common shares of the Company at a deemed issue price of
$0.075 per share. The Company has also agreed to grant a 50%
net profit interest on gross cash income from the MAX Property to
the Vendor (less all expenses incurred to produce such income which
is payable only once the Company has recouped from net profits its
capital investment in the MAX Property and all pre-production
costs). FortyTwo holds the past producing MAX molybdenum mine
and mill located in British Columbia and a CDN$730,000 reclamation
bond for the MAX Property held with the British Columbia Ministry
of Mines. FortyTwo is also subject to certain legacy
liabilities associated with prior operations.
- Willa Property Purchase, Sale and Assignment Agreement dated
January 11, 2019, whereby the Company has agreed to purchase from
the Vendor the Willa Property in British Columbia for a purchase
price of CDN$1 and the assumption of certain legacy obligations
associated with the Willa Property, including a net smelter
royalty, advance royalty payments, and the requirement to
retransfer the property back to the original optionors if the
property is not in commercial production on or prior to September
28, 2020 with the underlying mineral claims in good standing for a
period of not less than three years. The Company has also
agreed to grant a 50% net profit interest on gross cash income from
the Willa Property to the Vendor (less all expenses incurred to
produce such income which is payable only once the Company has
recouped from net profits its capital investment in the Willa
Property and all pre-production costs).
The principal assets covered by this transaction
are now 100% owned by Cameo.
Akash Patel, Chief Executive Officer and a
Director of Cameo, stated: “The acquisition of the past
producing MAX molybdenum mine and mill, as well as the Willa
property, are watershed purchases for Cameo. The Company now holds
claim to a turnkey mine and mill complex, which will act as a
material catalyst for corporate development and growth.”
Mr. Patel was formerly an officer and director
of MX Gold Corp. He resigned from such positions in January 2018.
Thereafter, from January 2018 to August 2018, Mr. Patel provided
transitional consulting services to MX Gold Corp. with respect to
its financial reporting.
MAX Mill and Molybdenum
Project
The MAX Property covers more than 5,200 hectares
near the community of Trout Lake in southeastern B.C., and includes
the Max Mill and the underground workings of the MAX molybdenum
project. The MAX Molybdenum project was explored by Newmont
Exploration Canada Inc. in the late 1970’s and early 1980’s,
including development of an underground access adit, rock dump, and
roads. Fortytwo reportedly began mine development work and
began commercial production in 2008. The mine production was
suspended in September 2010 due to an underground pillar collapse,
and was put into ‘care and maintenance’ in late 2011 due to
continued low molybdenum prices.
The MAX molybdenum project mill is the suggested
site for processing the gold-copper-silver mineralized material
from the Willa deposit, as described in the Willa PEA technical
report (see below; Ash, et al., 2016). The MAX mill is
located 142 km from the Willa deposit by road. Ash et al.
(2016) noted that as of late 2015, the MAX mill had BCMEM permits
in good standing, but they might need amending and/or extending if
material is going to be shipped from the Willa Property and if new
tailings are to be produced.
Willa Gold-Copper-Silver
Project
The Willa Property is a promising
gold-copper-silver project with more than 500 drill holes and
extensive underground workings, located 7.5 km south of Silverton
B.C., near Slocan Lake.
This area has been the subject of small mining
and prospecting projects since the late 1800’s. The first
recorded work at the Willa project started in the 1890s, with the
majority of exploration work (including more than 550 drill holes)
starting in the 1960s. In the 1980s, the Willa project was
explored by Rio Algom, BP and Northair Mines, which completed the
2,455 m of underground workings and recovered a 494 tonne bulk
sample reportedly yielding 5.55 grams per tonne gold and 0.69%
copper.
A historical estimate was reported by
then-owners Discovery Ventures Inc. (name later changed to “MX Gold
Corp.”) on the underground Willa project with an effective date of
November 30, 2015 (Ash, et al., 2016) in a preliminary economic
assessment (PEA) technical report following the standards of
Canadian National Instrument 43-101 and filed on www.sedar.com.
The Ash, et al., (2016) report historical estimate was
134,000 troy ounces gold (at 5.07 g/t Au grade); 15.5 million
pounds copper (at 0.85% cu grade); and 244,000 oz silver (at 9.2
g/t Ag grade), in combined Indicated and Measured Mineral Resource
categories following the category definitions set out in sections
1.2 and 1.3 of the CIM rules and regulations (June 24, 2011). The
historical estimate used a 3.0 g/t Au equivalent cut-off grade, as
summarized in Table 1 below (Ash, et al., 2016). The historical
estimate was based on 593 holes totaling 56,312 m completed between
1965 and 2004 “the vast majority” of which were completed
underground. Next steps, as recommended in Ash, et al.,
(2016) include a 10,000 tonne bulk sample to confirm existing
metallurgical tests. Cameo will evaluate in the months ahead
the relevance and reliability of the historical estimate and what
steps must be taken to verify the key assumptions, parameters and
methods used to characterize the Willa deposit.
The Ash, et al., (2016) historical estimate is
the most recent estimate for the Willa deposit but was prepared
before Cameo acquired the Willa deposit, and a qualified person
(“QP”) working for Cameo has not done sufficient
work to classify the historical estimate as a current mineral
resource, and Cameo is not treating the historical estimate as a
current mineral resource.
The underground Willa deposit is located on a
5,600 hectare claims block accessible by B.C. Highway 6,
approximately 160 kms south of Revelstoke, B.C., and 7.5 kms south
of the small town of Silverton, set in the steep Aylwin Creek
valley above Slocan Lake.
Table of Willa historical estimate above
3.0 g/t Au Eq cut-off grade from Ash, et
al.(2016).http://www.globenewswire.com/NewsRoom/AttachmentNg/569ae1bc-dbb4-43fe-944b-eba2ec353f67
Qualified Persons
Harrison Cookenboo, Ph.D., P.Geo., is a
qualified person as defined in National Instrument 43-101. He
has reviewed and is responsible for the technical information in
this news release.
CAMEO COBALT CORP.“Akash Patel”
For more information contact:(778) 549-6714
Or Email: lucasbirdsall@gmail.com www.cameocobalt.com
Reader AdvisoryThis news release contains certain
“forward-looking information” within the meaning of applicable
securities law. Forward-looking information is frequently
characterized by words such as “plan”, “expect”, “project”,
“intend”, “believe”, “anticipate”, “estimate” and other similar
words, or statements that certain events or conditions “may” or
“will” occur. In particular, forward-looking information in this
press release includes, but is not limited to, statements with
respect to the Company’s proposed acquisition, exploration program
and the expectations for the cobalt industry. Although we believe
that the expectations reflected in the forward-looking information
are reasonable, there can be no assurance that such expectations
will prove to be correct. We cannot guarantee future results,
performance or achievements. Consequently, there is no
representation that the actual results achieved will be the same,
in whole or in part, as those set out in the forward-looking
information.
Forward-looking information is based on the
opinions and estimates of management at the date the statements are
made, and are subject to a variety of risks and uncertainties and
other factors that could cause actual events or results to differ
materially from those anticipated in the forward-looking
information. Some of the risks and other factors that could cause
the results to differ materially from those expressed in the
forward-looking information include, but are not limited to:
general economic conditions in Canada and globally; industry
conditions, including governmental regulation and environmental
regulation; failure to obtain industry partner and other third
party consents and approvals, if and when required; the
availability of capital on acceptable terms; the need to obtain
required approvals from regulatory authorities; stock market
volatility; liabilities inherent in water disposal facility
operations; competition for, among other things, skilled personnel
and supplies; incorrect assessments of the value of acquisitions;
geological, technical, processing and transportation problems;
changes in tax laws and incentive programs; failure to realize the
anticipated benefits of acquisitions and dispositions; and the
other factors. Readers are cautioned that this list of risk factors
should not be construed as exhaustive.
The forward-looking information contained in
this news release is expressly qualified by this cautionary
statement. We undertake no duty to update any of the
forward-looking information to conform such information to actual
results or to changes in our expectations except as otherwise
required by applicable securities legislation. Readers are
cautioned not to place undue reliance on forward-looking
information.
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 accuracy of this release.
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