Galane Gold Ltd. (“Galane Gold” or the Company”) (TSX-V: GG; OTCQB:
GGGOF) today announces that it has entered into definitive
agreements to sell its Mupane gold mine in Botswana (the “Mupane
Property”) to Hawks Mining Company Proprietary Limited (the
“Purchaser”), a company registered under the laws of Botswana and
owned by certain individuals forming part of the Company’s local
Botswana management team (the “Transaction”).
The board of directors (the “Board”) and
management of Galane, as part of its continuing review of the
strategy of the Company going forward, has concluded that the
Transaction aligns with its long-term goal to be a low-cost
producer that can generate positive cash flows through the various
cycles of the gold market. With the near completion of the mining
of the Tau ore body and the transition to the mining of Golden
Eagle, there is a need to restructure operations at the Mupane
Property both operationally and financially. Upon review by the
Board, it was decided that the Company’s resources will be better
utilised by increasing production at Galaxy, and restarting
operations at the Summit Mine. Based on the financial statements of
the Company as at September 30, 2021, Mupane represented
approximately 5% of the net value of the total assets less the
total liabilities of the Company.
The Transaction is structured as a sale of all
of the issued and outstanding shares of the Company’s Botswana
subsidiaries which own the Mupane Property and related claims
namely Mupane Gold Mining Proprietary Limited, Galane Gold Botswana
Proprietary Limited and Southern Cross Exploration and Development
Proprietary Limited. The aggregate consideration to be paid by the
Purchaser is a nominal amount. In addition, as part of the
Transaction, the Company has agreed to cede its rights, title and
interest in certain claims it has on loan accounts against the
Botswana subsidiaries through cession agreements entered into with
the Purchaser. On the closing of the Transaction, the Company will
have no further rights or financial obligations relating to
Mupane.
“Mupane has been the cornerstone of Galane since
we commenced operations in 2011, and the decision to sell it to the
local management team represents a sensible conclusion for both
parties. Mupane needs to transition into a smaller producer,
restructuring its operations and finances to match its projected
cash flows. We believe that the local management team has the
skills required and will have the support of the Botswana
Government to achieve this. For Galane Gold, the restructured
Mupane does not fit our long-term goals. Our current focus needs to
be on the expansion of Galaxy and the recommencement of operations
at the Summit Mine,” said Nick Brodie, Chief Executive Officer.
Ravi Sood, the Chairman of Galane Gold, said in
addition, “Our experience with Mupane in Botswana over the past 11
years has been outstanding in every respect. While we are sad to be
leaving such a constructive and progressive country, we are very
pleased to be part of a transaction that will result in one of the
largest businesses in the country becoming wholly-owned by the
local management team.”
Closing of the Transaction is expected towards
the end of the first quarter of 2022 and is subject to various
conditions, including, but not limited to, the execution of
transition services agreements with respect to certain obligations
of each party to the Transaction for the interim period prior to
the Closing and for 12 months following Closing, approval of
governmental and regulatory authorities, including the Botswana
Ministry of Mineral Resources, Green Technology and Energy Security
and the TSX Venture Exchange (the “TSXV”), and other customary
closing conditions.
About Galane Gold
Galane Gold is an un-hedged gold producer and
explorer with mining operations and exploration tenements in
Botswana, South Africa and New Mexico. Galane Gold is a public
company and its shares are quoted on the TSXV under the symbol “GG”
and the OTCQB under the symbol “GGGOF”. Galane Gold’s management
team is comprised of senior mining professionals with extensive
experience in managing mining and processing operations and
large-scale exploration programmes. Galane Gold is committed to
operating at world-class standards and is focused on the safety of
its employees, respecting the environment, and contributing to the
communities in which it operates.
Cautionary Notes
Certain statements contained in this press
release constitute “forward-looking statements”. All statements
other than statements of historical fact contained in this press
release, including, without limitation, those regarding the closing
of the Transaction, satisfaction of the closing conditions to the
Transaction, obtaining customary governmental, regulatory and stock
exchange approvals including that of the TSXV for the Transaction,
the Company being a low-cost producer and generating positive cash
flows through the various cycles of the gold market, technical,
financial and business prospects of the Company, future financial
position and results of operations, strategy, proposed
acquisitions, plans, objectives, goals and targets, and any
statements preceded by, followed by or that include the words
“believe”, “expect”, “aim”, “intend”, “plan”, “continue”, “will”,
“may”, “would”, “anticipate”, “estimate”, “forecast”, “predict”,
“project”, “seek”, “should” or similar expressions or the negative
thereof, are forward-looking statements. These statements are not
historical facts but instead represent only the Company’s
expectations, estimates and projections regarding future events.
These statements are not guarantees of future performance and
involve assumptions, risks and uncertainties that are difficult to
predict. Therefore, actual results may differ materially from what
is expressed, implied or forecasted in such forward-looking
statements.
Additional factors that could cause actual
results, performance or achievements to differ materially include,
but are not limited to: the Company’s dependence on two mineral
projects; gold price volatility; risks associated with the conduct
of the Company’s mining activities in Botswana and South Africa;
regulatory, consent or permitting delays; risks relating to the
Company’s exploration, development and mining activities being
situated in Botswana and South Africa; risks relating to reliance
on the Company’s management team and outside contractors; risks
regarding mineral resources and reserves; the Company’s inability
to obtain insurance to cover all risks, on a commercially
reasonable basis or at all; currency fluctuations; risks regarding
the failure to generate sufficient cash flow from operations; risks
relating to project financing and equity issuances; risks arising
from the Company’s fair value estimates with respect to the
carrying amount of mineral interests; mining tax regimes; risks
arising from holding derivative instruments; the Company’s need to
replace reserves depleted by production; risks and unknowns
inherent in all mining projects, including the inaccuracy of
reserves and resources, metallurgical recoveries and capital and
operating costs of such projects; contests over title to
properties, particularly title to undeveloped properties; laws and
regulations governing the environment, health and safety; the
ability of the communities in which the Company operates to manage
and cope with the implications of COVID-19; the economic and
financial implications of COVID-19 to the Company; operating or
technical difficulties in connection with mining or development
activities; lack of infrastructure; employee relations, labour
unrest or unavailability; health risks in Africa; the Company’s
interactions with surrounding communities and artisanal miners; the
Company’s ability to successfully integrate acquired assets; risks
related to restarting production; the speculative nature of
exploration and development, including the risks of diminishing
quantities or grades of reserves; development of the Company’s
exploration properties into commercially viable mines; stock market
volatility; conflicts of interest among certain directors and
officers; lack of liquidity for shareholders of the Company; risks
related to the market perception of junior gold companies; and
litigation risk. Management provides forward-looking statements
because it believes they provide useful information to investors
when considering their investment objectives and cautions investors
not to place undue reliance on forward-looking information.
Consequently, all of the forward-looking statements made in this
press release are qualified by these cautionary statements and
other cautionary statements or factors contained herein, and there
can be no assurance that the actual results or developments will be
realized or, even if substantially realized, that they will have
the expected consequences to, or effects on, the Company. These
forward-looking statements are made as of the date of this press
release and the Company assumes no obligation to update or revise
them to reflect subsequent information, events or circumstances or
otherwise, except as required by law.
Neither the TSXV nor its regulation services
provider (as that term is defined in the policies of the TSXV)
accepts responsibility for the adequacy or accuracy of this
release.
For further information please
contact:Nick BrodieCEO, Galane Gold Ltd.+ 44 7905
089878Nick.Brodie@GalaneGold.comwww.GalaneGold.com
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