Latin Metals Inc. (“Latin Metals” or the “Company”) -
(TSXV: LMS, OTCQB: LMSQF) announces that it has
entered into a binding option agreement (the “
Option
Agreement”) with AngloGold Argentina Exploraciones S.A.
(“AngloGold”), a wholly owned subsidiary of AngloGold Ashanti Ltd.
(NYSE: AU, JSE: ANG, ASX: AGG) made as of May 27, 2022.
Subsequently, AngloGold provided notice that all conditions
precedent have been satisfied, and as a result the Option
Agreement’s commencement date (the “
Commencement
Date”) has been established as June 2, 2022. Under the
terms of the Option Agreement, Latin Metals granted to AngloGold
the option to earn up to an 80% interest in the Company’s
Organullo, Ana Maria, and Trigal Gold projects
(the “
Projects”) located in Salta Province,
northwestern Argentina (
Figure 1).
“We are delighted to
welcome AngloGold as an option partner. AngloGold Ashanti is the
fourth largest gold producer globally, with operations across four
continents,” said Keith Henderson, President and CEO of Latin
Metals. “AngloGold’s investment of up to USD $12.575 million
for a 75% ownership interest in the Projects is a significant
investment and, if AngloGold were to exercise its top-up right for
an aggregate 80% ownership, additional investments by AngloGold
would include delivery of a Mineral Resource estimate and further
cash payments commensurate with defined ounces to Latin
Metals.”
Mr. Henderson added,
“I am particularly pleased to have concluded this agreement so soon
after completing a similar deal with Barrick Gold Corporation in
February. Securing high-quality, technically excellent, and
financially capable partners is a very important part of our
prospect generator model and we hope to conclude additional deals
as we continue to market our project portfolio.”
Option
Agreement Terms
Under the terms of the
Option Agreement (Table 1), AngloGold has been
granted the option to earn an initial 75% interest in the Projects
(the “Option”) by making cash payments to Latin
Metals in the aggregate amount of USD $2,575,000 and spending
an aggregate amount of USD $10,000,000 on exploration
expenditures related to the Projects within five years of the
Commencement Date (the “Option Period”). During
the Option Period, Latin Metals will receive exploration results
and data from AngloGold on a quarterly basis.
Upon the fulfilment of
the payment obligations and exploration expenditures set forth
above, and the delivery by AngloGold to Latin Metals of a notice of
exercise of the Option (the “Option Exercise
Date”) and subject to the exercise of Top-Up Right (as
defined below), AngloGold and Latin Metals will be deemed to have
formed a joint venture (the “Joint Venture”) for
the continued exploration, development and, if warranted,
commercialization of the Projects, in respect of which the initial
participating interests of the parties will be, AngloGold as to 75%
and Latin Metals as to 25%.
Upon the exercise of
the Option, AngloGold may give notice to Latin Metals of its
intention to increase its interest in the Projects to 80%
(the “Top-Up Right”). The Top-Up Right may be
exercised within 150 days of the Option Exercise Date by
AngloGold:
(i) preparing and
delivering to Latin Metals an independent Measured and Indicated
Mineral Resource estimate prepared in accordance with National
Instrument 43-101 Standards of Disclosure for Mineral Projects
(“NI 43-101”) on one or more deposits
contained within the Projects; and
(ii) paying to Latin
Metals an amount of USD $4.65 per gold equivalent ounce contained
within the Measured and Indicated Mineral Resource estimate.
Upon the exercise of
the Top-Up Right, the parties’ interests in the Joint Venture will
be adjusted such that the participating interests of the parties
will be AngloGold as to 80% and Latin Metals as to 20%.
If and when the
parties form the Joint Venture, the provisions of the agreement
governing the Joint Venture will be negotiated and settled by the
parties and will provide, among other things, that if the
participating interest of either party falls below 10%, the
interest of such party shall be converted to a 2% net smelter
returns royalty, half of which (being 1%) can be purchased by the
other party for USD $5,000,000 at any time until the date that
is three (3) months after a production decision concerning one
or more of the Projects has been made.
Table 1:
Option Terms
Date |
Cash Payments(USD) |
Expenditure Commitments(USD) |
On or before June 17, 2022 |
$275,000 |
- |
On or before June 2, 2023 |
$100,000 |
- |
On or before June 2, 2024 |
$150,000 |
$2,000,000 |
On or before June 2, 2025 |
$200,000 |
- |
On or before June 2, 2026 |
$850,000 |
$4,000,000 |
On or before June 2, 2027 |
$1,000,000 |
$4,000,000 |
Total |
$2,575,000 |
$10,000,000 |
About The
Projects
The Projects are in
Salta Province, in northwest Argentina (Figure 1).
Latin Metals currently holds a 100% interest in each of the
Projects. The Projects are located within the Argentine Puna
region; the southern extension of the Altiplano of southern
Peru.
Organullo Project
The Organullo project
was historically explored and mined on a small scale at the Julio
Verne Mine in the 1930’s, producing copper, bismuth and gold.
Subsequent explorers include Triton Mining Corporation, Northern
Orion Exploration, Newmont Corporation, Cardero Resources Corp.,
Latin Metals and most recently Yamana Gold Inc. (2018 to 2020).
Historical exploration includes 28 diamond drill holes (5,872m), 30
reverse circulation drill holes (5,107m), 3,158 rock samples, as
well as extensive surface geochemistry and geophysical surveys. The
project is well known as a gold-focused project with locally
high-grade gold outcropping at surface, but exploration shows
juxtaposed epithermal and porphyry mineralization, and evidence for
multiple copper-gold endowed magmatic hydrothermal centers. The
project has a large alteration and mineralization footprint with
multiple untested epithermal gold and copper porphyry targets. The
project is accessed via existing roads and is located just 20 km
south of a regional center called San Antonio de Los Cobres.
Ana Maria Project
The Ana Maria project
was acquired by Latin Metals through staking and consists of three
mining claims partially contiguous with the more advanced Organullo
Project. The project has not been subject to prior detailed
exploration. The area is prospective for epithermal gold deposits
and associated mineralization. The area was covered by a BLEG
sampling program, which was undertaken in partnership with Newmont
in 2008.
Trigal Project
The Trigal project is
a gold and silver exploration project, which was first identified
as having potential following a BLEG sampling program undertaken by
the Company in partnership with Newmont Corporation. The project is
contiguous with the El Quevar project owned by Golden Minerals
Company, an advanced exploration-stage silver exploration project,
with an indicated and inferred mineral resource. In April 2020, the
El Quevar project was optioned by Barrick Gold Corporation.
Readers are cautioned
that the mines and deposits described above are adjacent properties
and Latin Metals has no interest in or right to acquire any
interest in the properties outside of the Projects. Mineral
deposits on adjacent properties and any production therefrom or
economics with respect thereto, are not in any way indicative of
mineral deposits on the Projects or the potential production from,
or cost or economics of, any future mining on the Projects. The
adjacent properties are described to highlight the potential of the
belt and certain properties contained within it.
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.
Latin Metals has recently concluded deals to option out exploration
properties to Barrick Gold Corporation, and Libero Copper and
Gold.
Qualified
Person
Keith J. Henderson
P.Geo is the Company’s qualified person as defined by NI 43-101,
and has reviewed and approved for disclosure the scientific and
technical information contained in this news release.
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 HendersonSuite 890999 West Hastings StreetVancouver, BC,
V6C 2W2Phone: 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.
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
exercise of the Option and the Top-Up Right by AngloGold, the
entering into of the Joint Venture, future exploration of the
Projects, anticipated exploration program results from exploration
activities, the discovery and delineation of mineral
deposits/resources/reserves, 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", "will", "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, that it will obtain TSX Venture
Exchange acceptance, if applicable, and the required corporate
approvals for the proposed transaction, that market fundamentals
will result in sustained precious 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’s 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 Projects, estimation or realization of mineral
reserves and mineral resources, 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, including of the TSX Venture Exchange,
financing or other planned activities, changes in laws, regulations
and policies affecting mining operations, currency fluctuations,
title disputes or claims limitations on insurance coverage and the
timing and possible outcome of pending litigation, environmental
issues and liabilities, risks relating to epidemics or pandemics
such as COVID-19, including the impact of COVID-19 on the Company's
business, risks related to joint venture operations, and risks
related to the integration of acquisitions, as well as those
factors discussed under the heading "Risk Factors" in the Company's
latest Management 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.sedar.com.
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/87de163f-df48-4f56-8cf9-0f4c32a2e68d
Latin Metals (TSXV:LMS)
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