ValOre Provides Update on Pedra Branca Transaction
June 06 2019 - 8:30AM
ValOre Metals Corp. (TSX‐V: VO)
("
ValOre") today provided an update on the
previously announced transaction (see ValOre news release, dated
May 28, 2019) whereby ValOre has agreed to acquire the Pedra Branca
Project in Brazil from Jangada Mines PLC (the
“
Acquisition”).
ValOre plans an equity financing for gross
proceeds of not less than C$3,000,000 (the
"Financing") to fund transaction costs of the
Acquisition, exploration expenditures on the Pedra Branca project
and for general working capital. The terms of the Financing are as
follows: a minimum of 12 million units (the
“Units”) will be sold at a price of C$0.25 per
Unit, with each Unit consisting of one new ValOre common share (the
“Shares”) and one half of one common share
purchase warrant (each whole common share purchase warrant, a
“Warrant”). Each Warrant will be exercisable into
one Share for C$0.35 per Share for a period of two years from the
date of the closing of the Financing. A portion of the proceeds may
be escrowed pending closing of the Acquisition. Finders fees may be
payable on funds raised as part of the Financing, consisting of a
3% cash commission and 6% finders warrants, with the finder’s
warrants having the same terms as the Warrants issued as part of
the Unit offering. Insiders of ValOre may also participate in the
Financing. Any insider participation will be considered to be a
related party transaction within the meaning of TSX Venture
Exchange Policy 5.9 and Multilateral Instrument 61-101 (“MI
61-101”). ValOre intends to rely on the exemptions from
the requirements of MI 61-101 in respect of any insider
participation. Completion of the Financing is subject to acceptance
by the TSX Venture Exchange.
Upon closing of the Acquisition, Jangada will
have the right to appoint up to two (2) members to ValOre’s Board
of Directors for a two (2) year term. The two directors chosen by
Jangada to join ValOre’s board of directors are both seasoned
industry professionals: Mr. Brian McMaster, Jangada’s Executive
Chairman, and Mr. Luis Azevedo, Jangada director and a Brazilian
national. The term may be extended if mutually agreed in writing by
ValOre, Jangada and each of the nominee board members.
ValOre has engaged Cormark Securities Inc., as
its financial advisor in connection with the Acquisition. The
closing of the Acquisition is subject to conditions precedent which
are customary for transactions of this nature, including necessary
shareholder and regulatory approvals.
The Pedra Branca Project is a Platinum Group
Metals (“PGM”) District located in north-eastern Brazil covering a
total area of 38,940 hectares (96,223 acres) that comprises 38
exploration licenses. An independent National Instrument 43-101
resource estimate (the “Mineral Resources Estimates”) comprised of
5 distinct deposit areas hosts an inferred resource of 1,165,500
ounces PGM+Gold (Palladium, Platinum and Gold; Pd, Pt+Au) in 28.8
million tonnes (“Mt”) grading 1.26 grams PGM+Gold per tonne (“g
PGM+Au/t”). PGM mineralization outcrops at surface and all of the
inferred resources are potentially open pittable. (See ValOre news
release, dated May 28, 2019, for further information on the Mineral
Resources Estimates at Pedra Branca).
As the transaction progresses, ValOre will keep the market
apprised of material developments as required.
On behalf of the Board of Directors,
"James Paterson" James R. Paterson, Chairman and CEO ValOre
Metals Corp.
For further information about, ValOre Metals
Corp. or this news release, please visit our website
at www.valoremetals.com or contact Investor Relations
toll free at 1.888.331.2269, at 604.646.4527, or by email
at contact@valoremetals.com.
ValOre Metals Corp. is a member of the Discovery Group of
Companies, for more information please visit:
www.discoverygroup.ca.
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. This news release
contains “forward-looking statements” within the meaning of
applicable securities laws, including statements regarding the use
of proceeds of the Offering. Although ValOre believes that the
expectations reflected in its forward-looking statements are
reasonable, such statements have been based on factors and
assumptions concerning future events that may prove to be
inaccurate. These factors and assumptions are based upon currently
available information to ValOre. Such statements are subject to
known and unknown risks, uncertainties and other factors that could
influence actual results or events and cause actual results or
events to differ materially from those stated, anticipated or
implied in the forward-looking statements. A number of important
factors including those set forth in other public filings could
cause actual outcomes and results to differ materially from those
expressed in these forward-looking statements. Factors that could
cause the actual results to differ materially from those in
forward-looking statements include the future operations of the
Company and economic factors. Readers are cautioned to not place
undue reliance on forward-looking statements. The statements in
this press release are made as of the date of this release and,
except as required by applicable law, ValOre does not undertake any
obligation to publicly update or to revise any of the included
forward-looking statements, whether as a result of new information,
future events or otherwise. ValOre undertakes no obligation to
comment on analyses, expectations or statements made by third
parties in respect of ValOre, or its financial or operating results
or (as applicable), their securities.
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