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- Western Pacific to acquire two high-grade gold exploration
assets, Coriorcco and Las Antas, in southern Peru for cash consideration of USD
$1,500,000 and 7,050,000 shares of
Western Pacific
- The 56-hectare Coriorcco Dome structure is a high priority
exploration target with 17 mineralized epithermal veins. Veining
may represent the upper-reaches of a low sulphidation epithermal
system with precious metal grades improving with depth
- Historic targeted underground mining at Coriorcco from 2 of
17 known outcropping veins produced over 5,720 tonnes of material,
averaging 7.45 g/t Au
- Highlights of limited surface rock sampling by the previous
operators include:
-
- 22.90 g/t Au; 19.25 g/t Au; 14.20 g/t Au; 13.05 g/t
Au
- Average grade from surface sampling 1.91 g/t Au over 181
sample
- Further encouraging sampling for underground workings to be
verified
- Appoints mining entrepreneur Paul
Matysek as Lead Advisor. Mr. Matysek is a consistent creator
of shareholder value and has sold five publicly listed exploration
and development companies, in aggregate worth over $2 billion
- Western Pacific arranges private placement of 15,243,902
common shares at $0.41 per Share for
gross proceeds of $6,250,000
- Changes name to Oro X Mining Corp.
VANCOUVER, BC, Aug. 24, 2020 /CNW/ - WESTERN PACIFIC
RESOURCES CORP. (TSXV: WRP) (the "Company"
or "Western Pacific") is pleased to announce it has entered
into an Option Acquisition Agreement (the "Option Acquisition
Agreement") with Titan Minerals Ltd. ("Titan") (among
others) in which Western Pacific will purchase Titan's right to
acquire the Coriorcco and Las Antas gold projects located in
Ayacucho, Peru. Upon closing of
the transaction and Exchange acceptance, the Company will appoint
Mr. Paul Matysek as lead advisor and
change its name to "Oro X Mining Corp".
The flagship Coriorcco project is comprised of two concessions
totalling 2,000 Ha and fully encloses the high priority Coriorcco
Dome Structure. The Dome hosts 17 epithermal quartz,
quartz-carbonate, and quartz-carbonate-adularia veins with Veins 3
and 6 being the most significant. These veins may represent
the upper reaches of a low-sulphidation epithermal system.
The outcropping quartz vein system is host to drill-ready
targets located within an extensive belt of volcanic hydrothermal
systems. With favourable topography, access, and proximity to
electrical power, the project is well suited for low capex
development of high-grade, low-tonnage mining of veins.
"The acquisition of the Coriorcco and Las Antas options along
with our proposed re-brand as Oro X Mining speaks to the strength
of our new team and the transformative nature of this transaction"
said Luis Zapata, Chief Executive
Officer of Western Pacific. He continued "The Coriorcco and Las
Antas projects are ideally located in an established mining
district and have shown impressive gold grades in very limited past
production. The market is rewarding to projects with the potential
to be high-grade low-cost mines, and we will move expeditiously to
advance the projects in that direction".
Coriorcco Property
The Coriorcco property is located in the San Juan de Lucanas
Mining District and consists of two contiguous mineral concessions
in an established metallogenic belt recognised for its epithermal
Au-Ag mineralisation potential. The belt hosts multiple producing
mines including Hochschild's Inmaculada and Pallancata gold-silver
operations 100 km down strike. Both operations exploit high to low
sulphidation epithermal systems and have collectively produced 100
Moz Ag & 1.1 Moz Au with 33.5
Moz Ag & 633 Koz in proven and
probable reserves. Numerous publicly-listed exploration companies
are also active in the area and 9 toll-milling plants service local
artisanal miners.
Mineralisation at the property is related to epithermal veins
with a close spatial relationship to a volcanic dome (Coriorcco
Dome Structure) with significant silicification and argillization.
Seventeen (17) veins have been mapped at the property, the most
common vein orientations are northwest and east-northeast. Vein 3
and Vein 6, the two most significant veins, strike approximately
east-northeast, antithetic to the Andean Trend, a regionally
significant orientation that exercises structural control on
mineralisation throughout the Peruvian Andes. Veins pinch and swell
along-strike and down-dip. Vein 3 and Vein 6 have been mapped on
surface and extend 280m and
405m respectively. Crustiform
quartz-carbonate veins and surrounding wall rock contain minor
sulphides.
Previous exploration activity included surface channel sampling
and follow-up trial mining from 2010 to 2011. Three portals were
developed and over 400m of
sub-horizontal mining was completed on three veins up to
60 m below surface, within the silica
cap of the Coriorcco Dome. The three portals were sunk into the
side of the Dome, to the east and west of the major vein swarm, and
followed mineralized Vein 3, 6 and an unnamed vein. There are 15
additional veins visible on surface within the broader vein swarm
that require systemic mapping and sampling.
Historical mining of veins 3 and 6 exploited over 5,720 tonnes
of material and was shipped to a third-party mill for processing.
The underground minable width of the vein system ranged from
0.8 m to 2.5
m and the material produced had an average head grade of 7.5
g/t Au.
Limited surface rock sampling by the previous operators
include:
- 22.90 g/t Au; 19.25 g/t Au; 14.20 g/t Au; 13.05 g/t Au
- Average grade from surface sampling 1.91 g/t Au over 181
samples
- Further encouraging sampling for underground workings to be
verified
Historic sample results have not been verified by the Company,
and readers are cautioned not to place undue weight on such
results. The historical grades are considered relevant; however,
the reliability, assumptions, parameters and methods used in
preparing the reports are unknown. Chip samples are selected from a
larger population of samples and are not indicative of the average
grade of mineralization hosted on the Coriorcco Property.
Las Antas Property
The Las Antas property consists of two contiguous mineral
concessions immediately to the south of the Coriorcco Concessions.
It lies in the same established metallogenic belt recognised for
its prospectivity for epithermal Au-Ag mineralisation, and
polymetallic veins. The property hosts a large zone of extensive
hydrothermal alteration developed in volcanics at the junctions of
regionally significant northwest and northeast trending faults.
Two named prospects have been established at the property based
on observed hydrothermal alterations:
- Yuracmarca is an approximately 1.9 x 1.4 km area in the
northwestern part of the Property, with pervasive hydrothermal
alteration including, propylitization and argilization.
- Cerro Amarillo is an approximately 3.0 x 1.5 km area in the
central and southwestern part of the Property with intense
silicification.
Artisanal and small-scale miners have been intermittently active
in the areas around the Property and wider San Juan de Lucanas
Mining District since pre-colonial times.
New Board and Advisors
Upon closing the Transaction, the Company will add Mr.
Paul Matysek as Lead Advisor and Mr.
Nick Rowley, nominee of Titan, as a
director to its board.
Mr. Matysek is a geologist/geochemist by training, a successful
alpha entrepreneur and consistent creator of shareholder value,
with over 40 years of experience in the mining industry. Since 2004
Mr. Matysek has sold five publicly listed exploration and
development companies, in aggregate worth over $2 billion. Currently, Mr. Matysek is the CEO of
Gold X Mining Corp., which is advancing the Toroparu Project in
Guyana.
Mr. Rowley is an experienced corporate executive with a strong
financial background with over 15 years' experience specialising in
corporate advisory, M&A transactions and equities markets. He
has advised on the equity financings of numerous ASX and TSX listed
companies predominantly in the mining and resources sector. Mr.
Rowley currently serves as Non-Executive Director of Titan Minerals
(ASX:TTM) and holds an executive role at Galaxy Resources Ltd
(ASX:GXY). He was also founder and Non-Executive Director of Cobalt
One Ltd (ASX:CO1) which was acquired by Canadian listed First
Cobalt Corporation (TSX:FCC) in 2017.
Transaction Summary
Pursuant to the terms of the Option Acquisition Agreement,
Western Pacific will acquire Titan's legal and beneficial right,
title and interest in options to acquire: (a) 100% of the legal and
beneficial interest in and to a 2,000 hectare concession known as
the Coriorcco property pursuant to a cession and option agreement
(the "Coriorcco Option Agreement"); and (b) up to 85% of the
legal and beneficial interest in and to 1,400 hectare concession
known as the Las Antas Property (together, the "Properties")
pursuant to an earn-in agreement (the "Las Antas Earn-in
Agreement").
As consideration for the acquisition of the option rights over
the Properties, Western Pacific will: (a) pay cash consideration of
USD $1,500,000 of which USD
$100,000 has already been paid to
Titan as a deposit; and (b) issue to Titan and its nominees
7,050,000 Western Pacific common shares (the "Shares"); and
(c) reimburse Titan up to USD $150,000 in relation to certain
expenses incurred in connection with the Properties.
If the Company exercises its option to acquire the Coriorcco
property, Western Pacific will grant to Titan a 1% net smelter
royalty (the "NSR") over the Coriorcco property.
Additionally, the Company has agreed to make a conditional
payment to Titan (in cash or Shares at Western Pacific's option)
based on the size of the mineral resource (in the measured and
indicated category) that is established on the Coriorcco property
in a technical report prepared in accordance with National
Instrument 43-101.
Titan will receive:
(i) USD $1,000,000 if a measured and indicated resource
of 500,000 to 999,999 ounces of gold is established
(ii) USD $1,500,000 if a measured and
indicated resource of 1,000,000 to 1,499,000 ounces of gold is
established
(iii) USD $2,000,000 if a measured
and indicated resource in excess of 1,500,000 ounces of gold is
established
At closing, the Company will enter into an Investor Rights
Agreement with Titan in which Titan will be granted certain
ancillary rights. The Investor Rights Agreement will grant Titan an
anti-dilution right, a board nomination right and certain
information rights. The Investor Rights Agreement will terminate in
the event that Titan's Share ownership falls below 5%. The Company
also anticipates paying a finder's fee consisting of 764,695 Shares
in connection with the Transaction to an arm's length third party,
subject to TSX Venture Exchange (the "Exchange")
acceptance.
This Transaction is subject to: (i) the completion of a private
placement for minimum gross proceeds of C$4,000,000; (ii) the receipt of all necessary
consents, approvals, authorizations (including Exchange approval)
for the Transaction; and (iii) other customary conditions for a
transaction of this type.
The Transaction, if completed, is a Fundamental Acquisition, as
defined under the policies of the Exchange. The arm's length
Transaction will not require Western Pacific shareholder approval
and trading of the Company's common shares will be halted, Pursuant
to Exchange policy.
Change of Name
On the closing of the Transaction, subject to Exchange
acceptance, the Company will change its name to "Oro X Mining
Corp."
Private Placement
Pursuant to the terms of the Option Purchase Agreement and
concurrent with the closing of the Transaction, Western Pacific
will offer a private placement (the "Private Placement") of
15,243,902 common shares of Western Pacific at a price of
$0.41 per Share for gross proceeds of
$6,250,000. The Company may pay
finder's fees on the Private Placement in cash or share purchase
warrants or a combination of thereof within the maximum amount
permitted by the policies of the Exchange.
Western Pacific intends to use the net proceeds of the Private
Placement to fund the costs of the Transaction, for exploration of
the Properties, for expenses associated with expanding the
Company's operations to Peru and
for general working capital purposes.
Coriorcco and Las Antas Option Agreements
Under the Coriorcco Option Agreement, Western Pacific will have
the right to acquire a 100% interest in the Coriorcco property by
making a payment of USD $3,000,000
plus general sales tax and granting a production royalty to the
underlying concession holder (the "Coriorcco Royalty").
If Western Pacific exercises the option to acquire the Coriorcco
property, the royalty payments are calculated as follows:
|
Price per dry metric
tonne of gold bearing ore
|
Before 4
years
|
After 4
years
|
Vein Ore
|
$ 3.50
|
$ 7.00
|
Disseminated
Ore
|
$ 0.50
|
$ 1.00
|
The Coriorcco Royalty can be repurchased for USD $1,000,000 (the "Buy-Back Right") prior to
the fifth anniversary of the Coriorcco Option Agreement. Every year
following the fifth anniversary of the Coriorcco Option Agreement,
the cost of the Buy-Back Right increases by 10%.
Pursuant to the Las Antas Earn-in Agreement, Western Pacific
will have the right to acquire up to an 85% interest in the Las
Antas property.
Western Pacific can earn-in a 60% interest by:
- Spending USD $2,000,000 within
the earn-in period (which runs for two years from the date on which
all applicable permits have been obtained).
- Making a payment to the underlying concession holder of USD
$450,000.
Once Western Pacific has obtained a 60% interest in the Las
Antas property it will form a joint venture with the underlying
concession holder (the "Las Antas Joint Venture").
Following the creation of the Las Antas Joint Venture, Western
Pacific can obtain a further 25% interest in the Las Antas
property, as follows:
(i) 5% interest from the
underlying concession holder prior to the completion of a
pre-feasibility study for USD $500,000
(ii) 10% interest from the underlying concession holder by
completing a pre-feasibility study
(iii) 5% interest from the underlying concession holder following
the completion of a pre-feasibility study for USD $1,000,000
(iv) 5% at any time within 60 days following the commencement of
commercial production from the Las Antas property for USD
$1,000,000
Information Related to the Properties
The Properties are contiguous and located in the Ayacucho Region
of Peru, approximately 80km's
northeast of the city of Nazca, in south-western Peru. Further information concerning the
Properties will be included in NI 43-101 technical reports to be
filed for each of the Properties which will be available under the
Company's profile at www.sedar.com.
Qualified Person
Mr. John E. Bolaños, who is a qualified person under NI 43-101,
has reviewed and approved the technical content of this news
release and will continue consulting the Company for future press
releases. Mr. Bolaños is a M.Sc. Mining Geologist from Camborne
School of Mines (U.K.) and a Professional Geologist Eng. from The
Central University of Ecuador
(honours degree). He is a registered member (ID 4172671) of the
Society for Mining, Metallurgy & Exploration (SME) of
the United States; Director of the
Ecuadorian College of Engineers in Geology, Mines, Oil and
Environment; and a member of the Mining Chamber of Ecuador. He has 27 years of experience in the
exploration and mining industry throughout the Americas.
ON BEHALF OF THE BOARD
Luis Zapata
CEO & Director
ABOUT WESTERN PACIFIC
Western Pacific Resources is a gold exploration company based in
Canada with a focus on
Latin America. The company
recently announced a transformative transaction to acquire
previously producing high grade gold exploration assets in
Peru and subject to the closing of
the transaction will be renamed Oro X Mining.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Completion of the Transaction is subject to a number of
conditions, including but not limited to, Exchange approval and the
receipt of all regulatory consents required for the completion of
the Transaction. There can be no assurance that the transaction
will be completed as proposed or at all.
The TSX Venture Exchange Inc. has in no way passed upon the
merits of the proposed transaction and has neither approved nor
disapproved the contents of this press release.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities described in
this news release in the United
States. Such securities have not been, and will not be,
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any state securities laws,
and, accordingly, may not be offered or sold within the United States, or to or for the account or
benefit of persons in the United
States or "U.S. Persons", as such term is defined in
Regulation S promulgated under the U.S. Securities Act, unless
registered under the U.S. Securities Act and applicable state
securities laws or pursuant to an exemption from such registration
requirements.
Cautionary Statement Regarding "Forward-Looking"
Information
Some of the statements contained in this news release are
forward-looking statements and information within the meaning of
applicable securities laws. Forward-looking statements and
information can be identified by the use of words such as
"expects", "intends", "is expected", "potential", "suggests" or
variations of such words or phrases, or statements that certain
actions, events or results "may", "could", "should", "would",
"might" or "will" be taken, occur or be achieved. Forward-looking
statements and information are not historical facts and are subject
to a number of risks and uncertainties beyond Western Pacific's
control. Actual results and developments are likely to differ, and
may differ materially, from those expressed or implied by the
forward-looking statements contained in this news release.
Accordingly, readers should not place undue reliance on
forward-looking statements. Western Pacific undertakes no
obligation to update publicly or otherwise revise any
forward-looking statements, except as may be required by law.
SOURCE Western Pacific Resources Corp.