Latin Metals Inc. (“Latin Metals”
or the
“Company”) - (TSXV: LMS) (OTCQB: LMSQF), a
leading mineral exploration company in South America, announces
that it has entered into a binding Letter Agreement (the
“
Letter Agreement”) with Golden Arrow Resources
Corp. (“
Golden Arrow”) to earn up to a 100%
interest in the 3,500-hectare Huachi Property
(“
Huachi”). Huachi is contiguous with the
Company’s Esperanza Project (“
Esperanza”), located
in San Juan Province, Argentina (
Figure 1).
Figure 1:
Location of the Huachi property, located immediately west of the
Company’s Esperanza Property, San Juan Province,
Argentina.
Option Agreement Terms
Under the terms of the Letter Agreement, Latin
Metals has been granted the Option to earn an initial 75% interest
in the Huachi project by incurring exploration expenditures
totalling US$1,000,000 and making cash payments of US$1,000,000 to
Golden Arrow over a four-year period
(Table 1). The Letter Agreement will serve as
the basis for the preparation of the Definitive Agreement, to be
completed within 90 days after the execution of the Letter
Agreement (signed).
Following the exercise of the Option, Latin
Metals shall have a top-up right (the “Top-Up
Right”) whereby Latin Metals can purchase the remaining
25% interest in the Huachi property (aggregate 100%) by providing
notice to Golden Arrow within 60 days after exercise of the Option
and paying US$2,000,000 cash to Golden Arrow (Table
1) within 90 days after exercise of the Option. Upon
completion of the acquisition, Golden Arrow’s interest shall be
reduced to a 1% NSR royalty.
Table 1: Commercial Terms to Acquire up to 100%
Interestin the Huachi Property, San Juan
Province |
|
Anniversary Following theCommencement Date |
Work CommitmentUSD |
Cash PaymentsUSD |
Vesting |
First Anniversary |
$100,000 |
$100,000 |
- |
Second Anniversary |
$150,000 |
$150,000 |
- |
Third Anniversary |
$250,000 |
$250,000 |
- |
Fourth Anniversary |
$500,000 |
$500,000 |
75% |
Top-Up Right |
- |
$2,000,000 |
25% |
Total |
$1,000,000 |
$3,000,000 |
100% |
|
Note. The four-year Option Period commences on the Commencement
Date, which is the date on which the environmental permit
(Declaración de Impacto Ambiental or DIA) is approved and in force,
allowing exploration activities to begin. If the DIA is not
obtained on or before February 28, 2027, then the Definitive
Agreement will be terminated. |
|
If Latin Metals elects not to exercise the
Top-Up Right, Latin Metals and Golden Arrow will form a joint
venture (“JV”) with Latin Metals holding 75% and
Golden Arrow holding 25%, to continue exploration and development
of the Huachi property. In order to maintain its interest in the
JV, each party will contribute to work programs in proportion to
its ownership interest. If either party dilutes to 15% or less, its
interest shall be reduced to a 1% NSR royalty.
The Company is entitled to perform due diligence
over the 30 days following the execution of the Letter Agreement.
If the due diligence is not satisfactory to Latin Metals, the
Company may terminate the Letter Agreement without any obligation
to Golden Arrow.
About Esperanza and Huachi
Esperanza is a copper-gold porphyry exploration
project where a copper-gold porphyry system has been partially
defined by drilling and where a pyrite halo is exposed at surface
over an area of 1,400m x 850m. Drill hole 18-ESP-025 (see news
release May 8, 2018), completed by Latin Metals, returned 387m
grading 0.57% copper and 0.27 g/t gold from surface, including 166m
grading 0.84% copper and 0.37 g/t gold from surface (true width
unknown). Mineralization is open in all directions with an
interpreted vector to the west towards the Huachi property. Latin
Metals has an option to acquire 100% interest in the Esperanza
Property.
About Latin
Metals
Latin Metals is a
mineral exploration company acquiring a diversified portfolio of
assets in South America. The Company operates with a Prospect
Generator model focusing on the acquisition of prospective
exploration properties at minimum cost, completing initial
evaluation through cost-effective exploration to establish drill
targets, and ultimately securing joint venture partners to fund
drilling and advanced exploration. Shareholders gain exposure to
the upside of a significant discovery without the dilution
associated with funding the highest-risk drill-based exploration.
Stay up-to-date on Latin Metals developments by
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Qualified Person
Keith J. Henderson, P.Geo., is the Company's
qualified person as defined by NI 43-101 and has reviewed the
scientific and technical information that forms the basis for
portions of this news release. He has approved the disclosure
herein. Mr. Henderson is not independent of the Company, as he
is an employee of the Company and holds securities of the
Company.
On Behalf of the Board of Directors of
LATIN METALS INC.
“Keith Henderson”
President & CEO
For further details on the Company readers are
referred to the Company's web site (www.latin-metals.com) and its
Canadian regulatory filings on SEDAR at www.sedar.com.
For further information, please contact:
Keith Henderson
Suite 890 - 999 West Hastings Street,Vancouver, BC, V6C 2W2
Phone: 604-638-3456E-mail: info@latin-metals.com
Neither 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 news release.
Cautionary Note Regarding Forward-Looking
Statements
This news release contains forward-looking
statements and forward-looking information (collectively,
"forward-looking statements") within the meaning of applicable
Canadian and U.S. securities legislation, including the United
States Private Securities Litigation Reform Act of 1995. All
statements, other than statements of historical fact, included
herein including, without limitation, statements regarding the
negotiation of the Definitive Agreement and exercise of the Option
for the Property, the anticipated content, commencement, timing and
cost of exploration programs in respect of the Property and
otherwise, anticipated exploration program results from exploration
activities, and the Company's expectation that it will be able to
enter into agreements to acquire interests in additional mineral
properties, the discovery and delineation of mineral
deposits/resources/reserves on the Properties, and the anticipated
business plans and timing of future activities of the Company, are
forward-looking statements. Although the Company believes that such
statements are reasonable, it can give no assurance that such
expectations will prove to be correct. Often, but not always,
forward looking information can be identified by words such as "pro
forma", "plans", "expects", "may", "should", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", "believes",
"potential" or variations of such words including negative
variations thereof, and phrases that refer to certain actions,
events or results that may, could, would, might or will occur or be
taken or achieved. In making the forward-looking statements in this
news release, the Company has applied several material assumptions,
including without limitation, market fundamentals will result in
sustained precious and base metals demand and prices, the receipt
of any necessary permits, licenses and regulatory approvals in
connection with the future development of the Company’s Argentine
projects in a timely manner, the availability of financing on
suitable terms for the development, construction and continued
operation of the Company projects, and the Company’s ability to
comply with environmental, health and safety laws.
Forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to
differ materially from any future results, performance or
achievements expressed or implied by the forward-looking
information. Such risks and other factors include, among others,
operating and technical difficulties in connection with mineral
exploration and development and mine development activities at the
Properties, including the geological mapping, prospecting and
sampling programs being proposed for the Properties (the
"Programs"), actual results of exploration activities, including
the Programs, estimation or realization of mineral reserves and
mineral resources, the timing and amount of estimated future
production, costs of production, capital expenditures, the costs
and timing of the development of new deposits, the availability of
a sufficient supply of water and other materials, requirements for
additional capital, future prices of precious metals and copper,
changes in general economic conditions, changes in the financial
markets and in the demand and market price for commodities,
possible variations in ore grade or recovery rates, possible
failures of plants, equipment or processes to operate as
anticipated, accidents, labour disputes and other risks of the
mining industry, delays or the inability of the Company to obtain
any necessary permits, consents or authorizations required, any
current or future property acquisitions, financing or other planned
activities, changes in laws, regulations and policies affecting
mining operations, hedging practices, currency fluctuations, title
disputes or claims limitations on insurance coverage and the timing
and possible outcome of pending litigation, environmental issues
and liabilities, risks related to joint venture operations, and
risks related to the integration of acquisitions, as well as those
factors discussed under the heading as well as those factors
discussed under the heading “Risk Factors” in the Company’s annual
management’s discussion and analysis and other filings of the
Company with the Canadian Securities Authorities, copies of which
can be found under the Company’s profile on the SEDAR+ website at
www.sedarplus.ca.
Readers are cautioned not to place undue
reliance on forward looking statements. Except as otherwise
required by law, the Company undertakes no obligation to update any
of the forward-looking information in this news release or
incorporated by reference herein.
A photo accompanying this announcement is available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/68d9dfb9-90da-48fc-bd37-94ab68b90e81
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