Evergold Corp. (TSX-V: EVER, OTC: EVGUF, WKN:
A2PTHZ) (“
Evergold” or the
“
Company”) is pleased to announce that it has
entered into an option agreement (the “Option Agreement”) with
non-arms-length vendors Charles Greig and Alex Walcott (“the
Optionors”), for the exclusive right and option to acquire a 100%
interest in the drill-ready, highly prospective DEM gold-silver
property (the “DEM Property), located in central British Columbia
(Figure 1). A NI 43-101 compliant technical report is being
prepared for the DEM Property and is expected to be delivered by an
independent Qualified Person in mid-August and prior to the closing
of the Option Agreement.
The DEM Property hosts the newly developed,
never drilled DEM prospect, a roughly 4km2 target area exhibiting
strong multi-element geochemical anomalism in soils, including
highs to 2.1 ppm Au, 160 ppm Ag, 0.5% Pb, 0.41% Zn, 0.76% As, and
651 ppm Cu, directly associated with an underlying large scale
donut-shaped magnetic anomaly and exceptionally strong,
deep-running IP chargeability, suggesting high discovery potential.
The exceptional merits of the DEM prospect may be viewed in a
presentation available from the Company’s website at
www.evergoldcorp.ca, and in Figures 2 to 6, below.
“Our goal with the acquisition of the DEM
Property has been to add to our portfolio a strong untested new
exploration prospect with good access, offering the potential for
high payoff at relatively low cost,” said Kevin Keough, President
& CEO. “In the past year, we have seen the market respond to
new discoveries, and the DEM Property has all the positive
geological, geochemical and geophysical attributes that we look for
when searching for one. We are therefore happy to have secured DEM
on reasonable terms, and are looking forward to getting it drilled
at the earliest possible juncture.”
About the DEM Property
The 10,451 hectare DEM Property is
advantageously located in moderate terrain only 40 kms northwest of
Fort St. James in central B.C. A forest service road provides
drive-on access directly to the DEM target. The claims
lie within and close to the western boundary of the Quesnel
Terrane, a major B.C. porphyry belt hosting large deposits and
long-life mines including Lorraine, Mount Milligan (50 kms to the
northeast of DEM), Mount Polly, Highland Valley, Afton, and Copper
Mountain (Figure 1).
Attention was first drawn to the DEM Property by
strong, multi-element Au-Ag-Cu-Zn-Pb-As soil geochemical anomalies
developed in 1991 by Noranda Exploration Company (“Noranda”),
associated with a limited area of volcanic and sedimentary outcrop
intruded by high-level porphyritic dykes, located on a local
topographic high surrounded by swampy ground and thick cover.
Noranda concluded at the time that “the geochemical-geological
setting suggests high level veins above a porphyry system at
shallow depth” (B.C. Assessment Report #22277) and recommended
additional work. However, with gold and commodity prices in sharp
decline, Noranda allowed the DEM claims to lapse. No further work
of consequence occurred until the acquisition by the Optionors of
claims overlying the DEM prospect in 2016.
In 2016 and 2017, the Optionors added to the
historical geochemical data with high resolution magnetic and deep-
looking Induced Polarization (IP) surveys, followed by a gridded
soil sampling program in 2021. The results were impressive,
revealing a large-scale magnetic anomaly and coincident broad,
deep-running, exceptionally high intensity IP chargeability anomaly
and flanking resistivity, underlying the strong soil geochemical
anomalies.
The combined geochemical, geological, and
geophysical datasets, coupled with knowledge of local geography and
topography, provide an unusual degree of confidence in the high
discovery potential of the DEM target area.
Planned Work Program
A 5-year MYAB (Multi-Year, Area-Based)
exploration permit allowing for as many as 50 drill sites is
expected to be received for the DEM prospect in the very near
future. The Company is planning an initial phase of drilling to
test the coincident, very high-order IP chargeability and magnetic
anomalies underlying the strong soil geochemical values. Details of
the anticipated exploration program will be determined by the work
recommendations laid out in the pending NI 43-101 technical report.
However, conceptually, several pads with multiple holes from each,
drilling to varying dips and a westerly or southwesterly azimuth,
will be required for Phase 1. With success, the pending permit will
allow for considerable program expansion, including additional
drilling and geophysics. The site is drillable year-round, offering
the potential for steady news flow.
Terms of the Option
Agreement
The Company has the right to earn a 100%
ownership interest in the DEM Property in exchange for staged cash
payments to the Optionors over four years cumulatively totaling
$980,000, in addition to escalating work commitments totaling
$5,000,000 over the same time frame, as set out below. The Option
Agreement does not require the issuance of any shares of the
Company. In addition, the Optionors retain a 2% Net Smelter Returns
royalty (the “Royalty”), subject to the right of the Company to buy
back 1.5% of the Royalty for $4.5 million, inflation adjusted to
2023. The Option Agreement requires the completion by the Company
of a minimum $750,000 financing (the “Financing”), on terms to be
announced in the near future, and requires also the participation
of the Optionors therein. No funds from the net proceeds of the
Financing will be directed towards the DEM Property until the final
approval of the TSX Venture Exchange (the “TSXV”) has been
obtained. The Option Agreement to acquire the DEM Property remains
subject to receipt of all necessary regulatory and other approvals,
including the final approval of the TSXV and the approval of
disinterested shareholders of the Company.
The Option Agreement constitutes a related party
transaction within the meaning of TSXV Policy 5.9 (which
incorporates Multilateral Instrument 61-101 – Protection of
Minority Security Holders in Special Transactions (“MI 61-101”)),
as the Optionors are a “related party” of the Company by virtue of
each Optionor being a director of the Company. The Company is
relying on the exemptions from the valuation and minority
shareholder approval requirements of MI 61-101 contained in
sections 5.5(a) and 5.7(1) (a) of MI 61-101 for the Option
Agreement as its fair market value does not exceed 25% of the
market capitalization of the Company, as determined in accordance
with MI 61-101. The Company did not file a material change report
in respect of the related party transaction at least 21 days before
the transaction, which the Company deems reasonable in the
circumstances so as to be able to option the DEM Property as soon
as practicable and move forward on the process of obtaining all
necessary approvals on an expedited basis.
Schedule of Cash Payments: |
|
|
|
|
|
Date |
|
|
Payment |
|
On signing |
|
|
$5,000 |
|
By the first anniversary or start-up of drilling, whichever
comes first |
|
|
$125,000 |
|
On the first anniversary |
|
|
$100,000 |
|
On the second anniversary |
|
|
$150,000 |
|
On the third anniversary |
|
|
$100,000 |
|
On the fourth
anniversary |
|
|
$500,000 |
|
TOTAL |
|
|
$980,000 |
|
Schedule of Work Commitments: |
|
|
|
|
|
Date |
|
|
Work
Expenditures |
|
By the first anniversary |
|
|
at least $250,000 |
|
By the second anniversary |
|
|
an additional $1,000,000 |
|
By the third anniversary |
|
|
an additional $1,750,000 |
|
By the fourth
anniversary |
|
|
an additional
$2,000,000 |
|
TOTAL |
|
|
$5,000,000 |
|
Figure 1: DEM Property Location in the
Context of Major B.C. Porphyry Deposits and Geological
Terranes
A photo accompanying this announcement is
available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/5fc41ee1-ccfd-49db-8b64-3b0b091f1545
Figure 2: DEM Soil Geochemistry on
Topography
A photo accompanying this announcement is
available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/ab093466-283e-4ce1-be03-b1fbf774d98c
Figure 3: DEM Magnetic Anomaly
A photo accompanying this announcement is
available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/db813bdd-7cbb-4945-99e8-8f578c4ea71f
Figure 4: DEM Soil Geochemistry on Magnetic
Anomaly
A photo accompanying this announcement is
available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/4755cded-8197-4262-890d-8db1d5f8a524
Figure 5: DEM IP Chargeability
A photo accompanying this announcement is
available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/7b556b28-f839-42ad-b53a-3c12d702bf47
Figure 6: DEM IP Resistivity
A photo accompanying this announcement is available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/a720a69f-b589-47f4-829e-2279449880a5
Quality Assurance and Quality Control
Charles J. Greig, M.Sc. P.Geo., the Company’s Chief Exploration
Officer and a Qualified Person as defined by NI 43- 101, has
reviewed and approved the technical information in this news
release.
About Evergold
Evergold Corp. is a TSX-V listed gold-silver
exploration company with projects in B.C. and Nevada. The Evergold
team has a track record of success in the junior mining space, most
recently the establishment of GT Gold Corp. in 2016 and the
discovery of the Saddle South epithermal vein and Saddle North
porphyry copper-gold deposits near Iskut B.C., sold to Newmont in
2021 for a fully diluted value of $456 million, representing a
1,136% (12.4 X) return on exploration outlays of $36.9 million.
For additional information, please contact:
Kevin M. Keough President and CEO Tel: (613)
622-1916www.evergoldcorp.cakevin.keough@evergoldcorp.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 news release.
Cautionary Statement Regarding
Forward-Looking Information
This news release includes certain
“forward-looking statements” which are not comprised of historical
facts. Forward- looking statements include estimates and statements
that describe the Company’s future plans, objectives or goals,
including words to the effect that the Company or management
expects a stated condition or result to occur. Forward-looking
statements may be identified by such terms as “believes”,
“anticipates”, “expects”, “estimates”, “may”, “could”, “would”,
“will”, or “plan”. Since forward-looking statements are based on
assumptions and address future events and conditions, by their very
nature they involve inherent risks and uncertainties. Although
these statements are based on information currently available to
the Company, the Company provides no assurance that actual results
will meet management’s expectations. Risks, uncertainties and other
factors involved with forward-looking information could cause
actual events, results, performance, prospects and opportunities to
differ materially from those expressed or implied by such
forward-looking information. Forward looking information in this
news release includes, but is not limited to, the size and
completion of the Financing, the potential for high payoff at
relatively low cost of the DEM Property, drilling the DEM Property
at the earliest possible juncture, the Company’s planned drill
program and IP surveying on DEM, the potential use of proceeds from
the Financing for the Company’s planned drill program, the expected
receipt of drill permits, the Company’s objectives, goals or future
plans, statements, exploration results, potential mineralization,
the estimation of mineral resources, exploration plans, timing of
the commencement of operations and estimates of market conditions.
Factors that could cause actual results to differ materially from
such forward-looking information include, but are not limited to
failure to identify mineral resources, delays in obtaining or
failures to obtain required governmental, environmental or other
project approvals, political risks, inability to fulfill the duty
to accommodate First Nations, uncertainties relating to the
availability and costs of financing needed in the future, changes
in equity markets, inflation, changes in exchange rates,
fluctuations in commodity prices, delays in the development of
projects, capital and operating costs varying significantly from
estimates and the other risks involved in the mineral exploration
and development industry, and those risks set out in the Company’s
public documents filed on SEDAR. Although the Company believes that
the assumptions and factors used in preparing the forward-looking
information in this news release are reasonable, undue reliance
should not be placed on such information, which only applies as of
the date of this news release, and no assurance can be given that
such events will occur in the disclosed time frames or at all. The
Company disclaims any intention or obligation to update or revise
any forward-looking information, whether as a result of new
information, future events or otherwise, other than as required by
law.
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