VANCOUVER, Aug. 8, 2017 /CNW/ - Santacruz Silver Mining
Ltd. (TSX.V:SCZ) ("Santacruz") and
Marlin Gold Mining Ltd. (TSX.V:MLN) ("Marlin")
are pleased to announce that they have entered into a
definitive agreement (the "Gavilanes Agreement") pursuant to which
Marlin, through its wholly-owned subsidiary, will acquire 100% of
Santacruz's interest in the Gavilanes Project in Durango, Mexico (the "Gavilanes Transaction"),
for cash consideration of US$3.5
million, plus applicable value added taxes ("VAT").
Santacruz has also agreed to settle the outstanding balance (the
"Gavilanes Outstanding Balance") owing on certain of the claims
included in the Gavilanes Project by making a cash payment of
US$500,000 and issuing 1,250,000 of
common shares of Santacruz to the property vendor (the "Payment
Shares"), plus all applicable VAT.
Pursuant to the terms of the Gavilanes Agreement, Marlin will
advance US$580,000 to Santacruz
within three business days of execution of said agreement as a
refundable deposit (the "Deposit") to fund the cash payment portion
of the Gavilanes Outstanding Balance. The amount of the Deposit
will be deducted from the purchase price otherwise payable by
Marlin on closing of the Gavilanes Transaction. The Transaction is
expected to close in August 2017.
Gavilanes is a low sulphidation epithermal deposit located in
the San Dimas mining district of
Durango, Mexico, approximately 25
kilometers east of the San Dimas
mine owned and operated by Primero Mining Corp. The current NI
43-101 resource estimate is approximately 6.1 million AgEq
indicated ounces (953,000 tonnes grading 200.5 g/t AgEq) and 28.2
million AgEq inferred ounces (5.4 million tonnes grading 163.0 g/t
AgEq).1 For additional information, see the NI 43-101
Mineral Resource estimate titled "2013 Mineral Resource Estimate,
Gavilanes Project, Durango,
Mexico", dated November 13,
2013, prepared for Santacruz and available on Santacruz's
SEDAR profile (the "Gavilanes Mineral Resource Estimate").
Akiba Leisman, Executive Chairman
and Interim CEO of Marlin states that "this acquisition is a great
transaction for both companies. Marlin gets to acquire an
advanced exploration asset in one of the most prolific mining
jurisdictions in the world for an attractive price, and Santacruz
emerges as a debt free silver producer. The potential of
Gavilanes is substantial, and we are proud to use the full extent
of our technical and financial capabilities to advance the project
and add substantial value to Marlin shareholders."
Arturo Prestamo, CEO of Santacruz
says that "This transaction will allow us to settle in full our
outstanding obligations to JMET, LLC thereby unencumbering our
assets, improving our working capital and giving us more
flexibility to advance our producing Veta
Grande and Rosario Projects".
Completion of the Gavilanes Transaction is conditional upon,
among other things, the approval of the TSX Venture Exchange in
respect of the transaction (including the issuance of the Payment
Shares), the release of the security interest of JMET, LLC ("JMET")
over the Gavilanes property and additional customary closing
conditions. Concurrently with completion of the Gavilanes
Transaction, Santacruz intends to use a portion of the proceeds
therefrom to settle the remaining outstanding debt owing to
JMET.
Qualified Person Statement
The resource estimation for the Gavilanes Mineral Resource
Estimate was completed by Gary
Giroux, P.Eng. of Giroux Consultants and utilized a
geological model completed by Hans
Smit, P.Geo and Fletcher
Bourke, P.Geo. The geological model has six domains;
Guadalupe vein (GP), GP envelope, Descubridora vein (DS), DS
envelope, San Nicolas (SN) envelope and Stockwork Zone. Assays for
each vein, envelope and stockwork zone were examined and a top cap
was applied to each variable within each domain. Uniform 2.5 m
composites were formed for the vein envelopes and stockwork zone
while 0.5 m composites were formed for the two vein domains.
Variography was completed for the GP vein, GP envelope and the
Stockwork zone. Grades for all variables were interpolated into
blocks 2.5 x 5 x 5 m using Ordinary Kriging. For blocks with
multiple domains present, a weighted average was determined for the
mineralized portion. A specific gravity was established for each
domain based on 216 measurements of drill core. Estimated blocks
were classified as Indicated or Inferred based on geologic and
grade continuity. All technical information included in this news
has been reviewed and approved by Gary
Giroux, P.Eng. of Giroux Consultants who is independent of
Santacruz and is a qualified person, pursuant to the meaning of
such terms in NI 43-101.
____________________
|
1The
equation to establish AgEq is: (Cu% x 71.65) + (Pb% x 21.38) +
(Auppm x 42.37) + (Agppm x 0.69) + (Zn% x 19.18) / 0.69. 100%
recovery has been assumed for all metals in this silver equivalent
estimate. At this stage of the project no metallurgy has been
completed and the reader is cautioned that 100% recoveries are
never achieved. The resource was estimated based on 9,623.9 meters
of HQ diamond drilling in 47 drill holes over approximately 750
meters of strike length and a total of 3,362 assays. The resources
were defined to a maximum depth of approximately 300 meters below
surface with a total of 198 down hole surveys utilized for
control.
|
|
About Santacruz Silver Mining Ltd.
Santacruz is a Mexican focused silver company with two producing
silver projects (Rosario Project, including the Rosario Mine, Cinco
Estrellas Property and Membrillo Vein, and the right to operate the
Veta Grande Project and milling facility); and two exploration
properties, the Minillas Property and Zacatecas properties. Santacruz is managed by
a technical team of professionals with proven track records in
developing, operating and discovering silver mines in Mexico with a corporate objective to become a
mid-tier silver producer.
About Marlin Gold Mining Ltd.
Marlin is a growth-oriented gold and silver mining company
focused on the Americas. The company owns two properties
located in Sinaloa, Mexico and
Arizona, USA and a portfolio of
royalties. Marlin's priority is to advance its properties
toward commercial production and enhance shareholder value through
the growth of its wholly owned subsidiary, Sailfish Royalty
Corp. Marlin is backed by a well-funded investor with a
successful track record in the resources sector. The La
Trinidad Mine in Sinaloa, Mexico
declared commercial production on November
1, 2014 and is one of the highest-grade open pit heap leach
gold mines in Mexico. A NI 43-101 mineral resource estimate
and preliminary economic assessment for the La Trinidad Mine can be
found at www.sedar.com or at www.marlingold.com.
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.
Forward looking information
Certain statements contained in this news release, including
information concerning the settlement of the Gavilanes Outstanding
Balance and the payment to settle outstanding debt owing to JMET,
the closing of the Gavilanes Transaction and the anticipated
results of the Gavilanes Transaction constitute "forward-looking
information" as such term is used in applicable Canadian securities
laws. Forward-looking information includes, but is not limited to,
plans, expectations and estimates of management at the date the
information is provided and is subject to certain factors and
assumptions. In making the forward-looking statements
included in this news release, each of Santacruz and Marlin has
applied several material assumptions, including, but not limited
to, the assumptions that regulatory approval of issuance of the
Payment Shares will be obtained; satisfaction of all conditions
precedent for the completion of the Gavilanes Transaction in a
timely manner; Santacruz and Marlin's respective financial
conditions and development plans do not change as a result of
unforeseen events; and that future metal prices and the demand and
market outlook for metals will remain stable or improve.
Forward-looking information is subject to a variety of risks and
uncertainties and other factors that could cause plans, estimates
and actual results to vary materially from those projected in such
forward-looking information. Factors that could cause the
forward-looking information in this news release to change or to be
inaccurate include, but are not limited to, the risk that any of
the assumptions referred to prove not to be valid or reliable;
delays in regulatory approval, receipt of third party consents
and/or satisfaction of conditions precedent to completion of the
Gavilanes Transaction, as well as the other risks and uncertainties
applicable to mineral exploration and development activities and to
each company as set forth in Santacruz and Marlin's respective
continuous disclosure filings filed under their respective profiles
at www.sedar.com. There can be no assurance that any
forward-looking information will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Accordingly, the reader should not
place any undue reliance on forward-looking information or
statements. Each of Santacruz and Marlin undertakes no obligation
to update forward-looking information or statements, other than as
required by applicable law.
SOURCE SantaCruz Silver Mining Ltd.