Tolima Gold Announces Execution of Amended Agreement for Divesting Interest in Certain Colombian Gold Properties to Wolverine...
July 28 2014 - 7:18PM
Marketwired Canada
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TOLIMA GOLD INC. ("Tolima") (TSX VENTURE:TOM) announces that it has further
restructured the terms of its divestiture of certain mining concessions and
other assets in Colombia (the "Properties") to Wolverine Minerals Corp.
("Wolverine").
As announced in December 2013, Tolima had previously entered into a share
purchase agreement dated December 4, 2013 (the "Original Agreement") through its
subsidiaries Remedios Gold Holdings S.A. ("Remedios Gold"), Remedios Gold S.A.S.
("Remedios SAS"), Herbo Assets S.A. ("Herbo") and Tolima Gold (Barbados) Corp.
(collectively, the "Sellers") whereby Wolverine had agreed to acquire up to an
80% interest in Remedios Gold from Herbo. In connection with the Original
Agreement, Wolverine made a loan of $700,000 (the "Loan") to Herbo, which was
secured against 51% of the shares of Remedios Gold. The Sellers subsequently
entered into a restated share purchase agreement dated April 29, 2014 (together
with the Original Agreement, the "Prior Agreements") with Wolverine, whereby
Wolverine agreed to acquire up to a 90% interest in Remedios Gold from Herbo.
Tolima today announces that the Sellers have signed a further restated share
purchase agreement dated effective July 9, 2014 with Wolverine, whereby
Wolverine has agreed to acquire a 100% interest in Remedios Gold from Herbo in
exchange for total consideration of $700,000, which is to be satisfied by
forgiveness of the Loan (the "Transaction"). Under the revised Transaction
terms, Wolverine is no longer required to incur the $2 million in work
commitments, or to pay the Sellers the 2.5% net smelter return royalty on
production from the Properties, that were required under the terms of the Prior
Agreements. Closing of the Transaction is subject to the final approval of the
TSX Venture Exchange.
The Properties are located in the Remedios and Segovia municipalities of
Antioquia, Colombia, a region with mining tradition that dates back to three
centuries before the Spanish colonization of the region in the 15th century.
There are over 500 active small mines documented in this mining district, which
constitutes the primary economic activity and source of employment in the
region.
Disclaimer for Forward-Looking Information
Certain statements in this release are forward-looking statements, which reflect
the expectations of management of Tolima regarding the Transaction.
Forward-looking statements consist of statements that are not purely historical,
including any statements regarding beliefs, plans, expectations or intentions
regarding the future, and include discussion of what the parties must do to
complete the Transaction. Such statements are subject to risks and uncertainties
that may cause actual results, performance or developments to differ materially
from those contained in the statements. No assurance can be given that any of
the events anticipated by the forward-looking statements will occur or, if they
do occur, what benefits Tolima will obtain from them. These forward-looking
statements reflect management's current views and are based on certain
expectations, estimates and assumptions which may prove to be incorrect. A
number of risks and uncertainties could cause actual results to differ
materially from those expressed or implied by the forward-looking statements,
including: (1) the occurrence of any events that prevent the parties from
performing the acts necessary to complete the Transaction; (2) failure to obtain
the approval of the TSX Venture Exchange; (3) current economic conditions and
the state of mineral exploration and mineral prices in general; and (4) other
factors beyond the parties' control. These forward-looking statements are made
as of the date of this news release and Tolima assumes no obligation to update
these forward-looking statements, or to update the reasons why actual results
differed from those projected in the forward-looking statements, except in
accordance with applicable securities laws. Additional information about Tolima
and these and other assumptions, risks and uncertainties, are available in its
public filings with Canadian securities regulators, available under its profile
on SEDAR at www.sedar.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 release.
FOR FURTHER INFORMATION PLEASE CONTACT:
Tolima Gold Inc.
Andrew DeFrancesco
(416) 362-4441
Tolima Gold Inc.
Lisa-Marie Iannitelli
(416) 362-4441
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