TORONTO, CANADA – December 23, 2020 – Kerr Mines Inc. (TSX: KER, OTCQB: KERMF), announces that it has completed a corporate name change to Arizona Gold Corp. (“Arizona Gold” or the “Company”) which more appropriately reflects the Company’s focus with the restart of production at its 100 per cent owned Copperstone gold project located in Arizona.
Giulio T. Bonifacio, Chief Executive Officer stated: “The company believes the new name provides a fresh perspective as we now enter the next and most exciting value add phase at Copperstone. We recently concluded a project funding transaction that will allow Arizona Gold to move forward with detailed engineering and the restart of production. In addition, we are in the midst of our resource expansion drilling program with more than 6,000 meters (29 drill holes) completed with assay results pending. At the conclusion of the current drill program of up to 10,000 meters we will provide an updated mineral resource estimate in Q2-2021 that will include approximately 15,000 meters from both our 2019 and current drill programs. We fully expect that 2021 will prove an exciting year for all stakeholders with what will prove to be a most rewarding chapter for Copperstone and Arizona Gold Corp.”
The Company’s shares are expected to commence trading on the Toronto Stock Exchange under the new name, ticker symbol and new CUSIP and ISIN number, on or about December 29, 2020. A new website for the Company will be launched on December 29, 2020, with visitors to www.kerrmines.com after such date being automatically re-directed to www.arizona-gold.com. The company expects to begin trading under its new name on the OTCQB at or about the same time and under a new ticker symbol by early January 2021, until which time the company will continue to trade under the current OTCQB symbol (KERMF).
Results of 2020 Annual Meeting
The Company is also pleased to announce that shareholders voted in favour of all resolutions presented in its management information circular at the annual meeting (the “Meeting”) held on December 22, 2020. A total of 146,510,268 common shares were voted at the Meeting, representing 42.34% of the votes attached to all outstanding common shares and voting results are as follows:
Election of Directors |
Outcome |
Votes For | Votes |
Fahad Al Tamimi | Carried | 146,117,919 | 62,822 |
Giulio Bonifacio | Carried | 145,931,477 | 249,264 |
Claudio Ciavarella | Carried | 146,118,294 | 62,447 |
Martin Kostuik | Carried | 146,121,477 | 59,264 |
Peter Damouni | Carried | 145,930,778 | 249,963 |
Ayman Arekat | Carried | 146,127,011 | 53,730 |
James McVicar | Carried | 146,121,311 | 59,430 |
|
|
|
|
Appointment of Auditors | Carried | 146,441,502 | 68,766 |
|
|
|
|
Warrant Extension Approval (1) | Carried | 109,007,155 | 5,480,505 |
About Kerr Mines Inc.
Kerr Mines is an emerging American gold producer advancing the restart of production at its 100-per-cent-owned, fully permitted, past-producing Copperstone mine project, located in mining-friendly Arizona. The Copperstone mine project demonstrates significant upside exploration potential that has yet to be drilled within a 50 square-kilometre (12,258 acres) land package that includes past production of over 500,000 ounces of gold by way of an open-pit operation.
The company’s current focus is on maximizing Copperstone’s potential by defining and expanding current resources and further optimizing the mine’s economics for purposes of the restart of gold production in 2021 as a result of the recent project funding transaction entered into with Star Royalties Ltd.
For further information please visit the Kerr Mines website (www.kerrmines.com).
For further information contact:
>Giulio Bonifacio, Chief Executive Officer [email protected] | Martin Kostuik, President [email protected] |
Cautionary Note Regarding Forward Looking Statements
This news release contains forward-looking statements, including current expectations on the timing of the commencement of production and the rate of production, if commenced. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to, the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; the degree to which mineral resource estimates are reflective of actual mineral resources; and the degree to which factors which would make a mineral deposit commercially viable are present; the risks and hazards associated with underground operations. Risks and uncertainties about Kerr Mines’ business are more fully discussed in the Company’s disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Kerr Mines assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law. Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release and no stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
]]>TORONTO, ONTARIO – December 1, 2020 – Kerr Mines Inc. (TSX: KER, OTCQB: KERMF) (“Kerr” or the “Company”) is pleased to provide a corporate and drilling update at its 100% owned Copperstone gold project located in Arizona, United States.
Giulio T. Bonifacio, Chief Executive Officer of Kerr, stated: “We are very pleased to now be entering the next and most exciting value add phase of Copperstone’s development cycle. Our recently closed project funding transaction will now allow Kerr to move forward with detailed engineering with a targeted re-start of production in Q4-2021. Additionally, our previously funded and current 10,000 meter drilling program is well underway with three drill rigs on site. While we did face some initial delays we remain on track to provide an updated resource in Q2-2021 which will include results from our successful 5,000 meters of drilling in 2019 in addition to results from our current drilling program.”
Project Funding, Optimization and Engineering
As previously announced on November 23, 2020 the Company closed a US$18 million project financing with Star Royalties Ltd. for the restart of operations at the Copperstone gold mine. The US$18 million advance payment under the Streaming Agreement will be provided in three equal installments, with the first US$6 million installment having now been received. The remaining two tranches will be advanced at the request of Kerr as it incurs expenditures for the restart of Copperstone, with a further US$6 million payable on or before February 28, 2021 and the final US$6 million payable on or before April 30, 2021.
The initial installment of US$6 million will be allocated immediately to advance detailed engineering with targeted restart of the Copperstone Mine by Q4-2021. The Company’s focus now shifts to securing long term lead items, finalization of the process facilities to accommodate a Whole Ore Leach approach, and sourcing underground mining contractors and equipment.
In accordance with Copperstone Preliminary Feasibility Study and Management’s successful efforts to further improve project economics and extend the current mine life, the Company will move to gold production using a Whole Ore Leach (“WOL”) method of processing gold ore. Leaching of gold from the ore-bearing material that is delivered to the mineral processing plant from the underground mining operations has clear advantages versus other mineral processing options – particularly in terms of overall gold recovery. Test work to date has shown that an average of 95% of the gold content of the ore bearing material can be recovered in a WOL method which passes the ore through a series of captive steel tanks within which the gold is leached from the ore. The final step in the mineral processing plant at Copperstone is to produce a gold dore bar.
The Company has engaged Hanlon Engineering & Associates, Inc. of Tucson, Arizona, for engineering design, construction management and commissioning assistance for the processing plant. Hanlon Engineering is a wholly owned subsidiary of GR Engineering Services Limited of Australia (“GRES”), and has a proven culture of taking project ownership while keeping control of time, scope, cost and quality.
Kerr has also engaged Resource Development Inc (“RDi”) and ProSolv, both of Denver, Colorado, for metallurgical test work and mineral process engineering. RDi, established in 1990, has over 30 years of extensive experience in gold projects around the globe. There are more than a dozen plants built and operated based on testwork completed at RDi including Gold Resource Corporation El Aguila plant in Mexico and Apex Silver San Cristobal plant in Bolivia (now Sumitomo). More recently, RDi and ProSolv provided technical and operational support for the successful re-start of the Fiore Gold Limited Pan Mine and continue to support their operating and development plans. Prior to Kerr, RDi have partnered with GRES on several projects including Vista Gold’s Mt. Todd gold project and Sandfire Resources America Black Butte Copper project.
2020 Drilling Program
With increased demand for geologists, drill contractors and lengthy delays at assay labs, the Company has proactively planned for and identified a clear path forward to complete a successful 2020-21 exploration and resource expansion drilling program within the initial timeline envisaged. To offset current industry demands and resulting delays, Kerr Mines has:
The company currently has two surface Reverse Circulation (“RC”) drill rigs, and one underground diamond core rig on site and the drilling program continues to advance according to schedule. The Company expects to provide drill results on a frequent and regular basis starting in January 2021 with completion of the current 10,000 meter program expected as early as March 31, 2021. Upon completion of this phase of drilling, the company will provide and updated resource estimate in Q2-2021 which will also include drilling results from 5,000 meters of drilling in 2019.
Summary of Initial Preliminary Drill Results and Highlights:
KER-20S-05 is an inclined RC drill hole collared at the Southeast end in the bottom of the historic open pit and drilled southwest. This is an exploration hole targeting the edge of the Footwall zone. A group of intercepts of particular interest is in the upper portions of the hole starting at 21.3 meters and extending to 29 meters giving values starting with 3.28 g/t Au and ending with values of 12.60 g/t Au and 8.48 g/t Au. The average grade of this group of intercepts is 5.01 g/t Au over 7.6 meters. This area is within 11 meters of historically drilled KER-17S-21 which reported a 1.5 meter interval with 12.4 g/t Au.
KER-20S-01 is an inclined RC drill hole collared near the Northeast edge at the top of the historic open pit and drilled southwest. This is an exploration hole targeting the edge of the Copperstone C zone. An intercept of primary interest in this hole is from 256 meters to 261 meters with intercepts of 7.87, 4.93 and 1.72 g/t Au respectively. This group of intercepts is about 15 meters to the west of a modelled Copperstone zone resource domain and may serve to extend inferred resources in this direction. There is a potential that this area is thicker than the modelled domain, as evidenced by a group of lower grade intercepts directly above. These are from 248 meters to 253 meters with an average grade of 1.58 g/t Au over 5 meters. In addition, historic hole H4-42 had intercepts 15.12 g/t Au and 4.35 g/t Au located 33.5 meters to the southeast and in the same horizon.
KER-20S-06 is an inclined RC drill hole collared at the Southeast end in the bottom of the historic open pit and drilled east from the same location as KER-20S-05. This is an exploration hole targeting the edge of the Footwall zone. The upper portion of this hole reported an 18.3 meter interval from 90 meters to 108.3 meters at an average grade of 2.04 g/t Au. This interval with starts and ends with values of 4.34 & 4.00 g/t Au respectively and also includes five 1.5 meter intervals of 2 g/t Au or greater. In addition, this interval penetrates a previously modelled Footwall zone resource domain but is displaying greater thickness and lower grade.
The primary focus of the current surface drilling program is further extending the known boundaries and increasing the current resource in both the Copperstone zone and the underlying and parallel Footwall zone. The Footwall zone is located about 150 meters to the southwest of the Copperstone zone which historically produced over 500,000 ounces of gold at an average grade of 3 g/t Au.
Insurance Proceeds Received
As previously disclosed, the Company remediated a very localized failure of the open pit high-wall and restored permanent power to the underground workings at the Copperstone Mine. As a result the Company filed an Insurance claim for US$1,812,597 which delayed the start of the drilling program that was to commence in Q2-2020. The high-wall remediation impacted certain infrastructure and equipment nearby one of the portals to the underground workings inclusive of permanent power, which has now been fully restored. Initial oral and written representations from the Company’s insurers indicated that all damage would be covered and that the costs of remediation of the damages would be recoverable within a reasonable timeframe.
As of June 30, 2020, the Company received insurance proceeds of US$256,458. Resulting from further delays by the insurer, the Company filed a Statement of Claim on August 12, 2020 to pursue the remaining amount payable under this claim. In November, the Company agreed to a settlement with the Insurer for additional payments totaling US$1,368,354, for a total cash recovery of US$1,624,812, plus legal fees, net of the US$50,000 deductible. These funds will be applied to working capital and the current drilling program.
Warrant Extension
As previously disclosed on November 16, 2020, the Company is proposing to extend the exercise period of a total of 21,239,409 outstanding share purchase warrants issued pursuant to the private placement completed on Nov. 27, 2018 (the “2018 Warrants”), and 3.35 million outstanding share purchase warrants issued pursuant to the private placement completed on April 15, 2019 (the “2019 Warrants”). The current expiry date of the 2018 Warrants is Nov. 27, 2020, and the new expiry date will be Nov. 27, 2021. The current expiry date of the 2019 Warrants is April 15, 2021, and the new expiry date will be April 15, 2022. All proposed warrant term extensions are subject to Toronto Stock Exchange approval and the company has applied to the TSX for approval.
The extension of all of the 2018 Warrants and 2019 Warrants will be conditional on the Company receiving disinterested shareholder approval of the proposed extension at the upcoming Annual & Special Meeting of the Company to be held on December 22, 2020. The Company is proposing to extend the warrants after considering the historic and continuing support of the Company by the holders of the warrants, the $0.21 exercise price of the warrants, pricing of recent equity financings, historic trading prices of the Common Shares, and the potential for the warrants to provide additional financing in the future. In the event that disinterested shareholder approval is not obtained, the 2018 Warrants will terminate immediately and the 2019 Warrants will terminate in accordance with their original terms on April 15, 2020.
The technical information in this news release has been prepared in accordance with the Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Michael R. Smith, SME Registered Member (Geology), who is a “Qualified Person” as defined by NI 43-101 for this project.
Quality Assurance and Quality Control Statement
Procedures have been implemented to assure Quality Assurance Quality Control (QAQC) of drill hole assaying being done at an ISO Accredited assay laboratory. Drill hole samples to be assayed are securely stored for shipment, with chain of custody documentation through delivery. Mineralized commercial reference standards or blank standards are inserted approximately every 20th sample in sequence and results are assessed to ascertain acceptable limits for analytical variance. Duplicate samples are also being taken as a further check in lab precision and accuracy. All results will be analyzed for consistency and corrective actions taken, if needed.
About Kerr Mines Inc.
Kerr Mines is an emerging American gold producer advancing the restart of production at its 100-per-cent-owned, fully permitted, past-producing Copperstone mine project, located in mining-friendly Arizona. The Copperstone mine project demonstrates significant upside exploration potential that has yet to be drilled within a 50 square-kilometre (12,258 acres) land package that includes past production of over 500,000 ounces of gold by way of an open-pit operation.
The company’s current focus is on maximizing Copperstone’s potential by defining and expanding current resources and further optimizing the mine’s economics for purposes of the restart of gold production in 2021 as a result of the recent project funding transaction entered into with Star Royalties Ltd.
For further information please visit the Kerr Mines website (www.kerrmines.com).
For further information contact:
Giulio Bonifacio, Chief Executive Officer [email protected] |
Martin Kostuik, President [email protected] |
Cautionary Note Regarding Forward Looking Statements
This news release contains forward-looking information under Canadian securities legislation, including statements regarding the timing of future drill results, exploration results, potential mineralization, potential expansion and upgrade of mineral resources, current expectations on future exploration and development plans and the expected use of proceeds from the recently completed financing in August 2020. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to: the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; reliance on third parties, exploration risk, failure to upgrade resources, the degree to which mineral resource and reserve estimates are reflective of actual mineral resources and reserves; the degree to which factors which would make a mineral deposit commercially viable are present, and the risks and hazards associated with underground operations and other risks involved in the mineral exploration and development industry. Risks and uncertainties about Kerr Mines’ business are more fully discussed in the Company’s disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Kerr Mines assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law.
]]>TORONTO, ONTARIO – November 23, 2020 – Kerr Mines Inc. (TSX: KER, OTC: KERMF) (“Kerr” or the “Company”) and Star Royalties Ltd. (“Star Royalties”) are very pleased to jointly announce the closing of the first installment of their previously announced US$18,000,000 gold purchase and sale agreement (“Streaming Agreement”) which will be used to finance the restart of underground operations and gold production at the Copperstone Gold Mine (“Copperstone”) in Arizona, USA.
Giulio T. Bonifacio, Chief Executive Officer of Kerr, stated: “We are excited to enter this new chapter for Kerr Mines with the closing of this first installment of the Copperstone stream financing. We look forward to working with Star Royalties to expeditiously restart operations at our flagship asset. Our focus now shifts to securing long term lead items, finalizing the process facilities to accommodate our whole ore leach approach, and sourcing underground contractors and equipment.”
Alex Pernin, Chief Executive Officer of Star Royalties, commented: “Following our comprehensive due diligence process, we have great confidence in both Copperstone’s potential and Kerr’s ability to execute a successful restart of operations. We look forward to working closely with their team as we transition Copperstone into Arizona’s next gold producing mine.”
The US$18 million advance payment under the Streaming Agreement will be provided in three equal installments, with the first US$6 million installment having now been advanced. The remaining two tranches will be advanced at the request of Kerr as it incurs expenditures for the restart of Copperstone, with a further US$6 million payable on or before February 28, 2021 and the final US$6 million payable on or before April 30, 2021.
Summary of Terms
In connection with the closing of the Streaming Agreement, Kerr, Trans Oceanic Minerals Company Ltd. (“TOMCL”) and Braydon Capital Corporation (“Braydon”) amended certain terms and conditions of the outstanding debt held by TOMCL and Braydon. In particular, the parties agreed as follows:
About Kerr Mines Inc.
Kerr Mines is an emerging American gold producer advancing the restart of production at its 100-per-cent-owned, fully permitted past-producing Copperstone mine project, located in mining-friendly Arizona. The Copperstone mine project demonstrates significant upside exploration potential that has yet to be drilled within a 50 square-kilometre (12,258 acres) land package that includes past production of over 500,000 ounces of gold by way of an open-pit operation. The company’s current focus is on maximizing Copperstone’s potential by defining and expanding current resources and further optimizing the mine’s economics for purposes of the restart of production in 2021.
For further information please visit the Kerr Mines website (www.kerrmines.com).
For further information contact:
Giulio Bonifacio, Chief Executive Officer [email protected] |
Martin Kostuik, President [email protected] |
About Star Royalties Ltd.
Star Royalties Ltd. is a growth-oriented, precious metals-focused royalty and streaming company. We pursue high-quality cash flow generation and shareholder value creation through the origination and acquisition of royalties and streams. By specializing in custom-made and operator-friendly financing solutions, our objective is to be uniquely aligned with our counterparties and to provide our investors with leverage to rising precious metal prices. We aim to become the preferred mine financing partner for producers, developers and explorers.
For more information on Star Royalties, please visit our website at starroyalties.com or contact:
Alex Pernin, P.Geo. Chief Executive Officer and Director [email protected] +1 647 360 4793 |
Peter Bures Chief Business Development Officer [email protected] +1 437 997 8088 |
Cautionary Note Regarding Forward Looking Statements
Certain statements in this news release may constitute “forward-looking statements”, including those regarding future market conditions for metals and minerals, the purchase and delivery of gold in connection with the Streaming Agreement, the payment of the second tranche and third tranche in connection with the Streaming Agreement, the use of proceeds from the Streaming Agreement, the restart of Copperstone, the prepayments against the principal of the notes by way of preferential payments, in certain circumstances. Forward-looking statements are statements that address or discuss activities, events or developments that Star Royalties and Kerr expect or anticipate may occur in the future. When used in this news release, words such as “estimates”, “expects”, “plans”, “anticipates”, “will”, “believes”, “intends” “should”, “could”, “may” and other similar terminology are intended to identify such forward-looking statements. Forward-looking statements are made based upon certain assumptions and other important factors that, if untrue, could cause the actual results, performances or achievements of Star Royalties or Kerr to be materially different from future results, performances or achievements expressed or implied by such statements. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be an accurate indication of whether or not such results will be achieved. A number of factors could cause actual results, performances or achievements to differ materially from such forward-looking statements, including, without limitation, changes in business plans and strategies, market conditions, share price, best use of available cash, the ability of Star Royalties to obtain required funds and identify and execute future acquisitions on acceptable terms or at all, risks inherent to royalty and streaming companies, title and permitting matters, metal and mineral commodity price volatility, discrepancies with respect to the estimated production of Copperstone, mineral reserves and resources and metallurgical recoveries, mining operation and development risks relating to the parties which produce the metals and minerals Star Royalties will purchase or receive payments from, regulatory restrictions, activities by governmental authorities (including changes in taxation), currency fluctuations, the global social and economic climate, natural disasters and global pandemics, dilution, and competition. These risks, as well as others, could cause actual results and events to vary significantly. Accordingly, readers should exercise caution in relying upon forward-looking statements and neither Star Royalties nor Kerr undertakes any obligation to publicly revise them to reflect subsequent events or circumstances, except as required by law.
]]>NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
TORONTO, CANADA – November 16, 2020 – Kerr Mines Inc. (TSX: KER, OTC: KERMF), (“Kerr” or the “Company”) advises that it is proposing to extend the exercise period of a total of 21,239,409 outstanding share purchase warrants (the “2018 Warrants”) issued pursuant to the private placement completed on November 27, 2018 and 3,350,000 outstanding share purchase warrants issued pursuant to the private placement completed on April 15, 2019 (the “2019 Warrants”). The current expiry date of the 2018 Warrants is November 27, 2020 and the new expiry date will be November 27, 2021. The current expiry date of the 2019 Warrants is April 15, 2021 and the new expiry date will be April 15, 2022. Except as provided below in respect of warrants held by insiders of the Company, the warrant extensions will become effective on November 30, 2020. All proposed warrant term extensions are subject to TSX approval and the Company has applied to the Toronto Stock Exchange (“TSX”) for approval.
All other terms of the 2018 Warrants and the 2019 Warrants will remain unchanged including the exercise price of $0.21 per common share.
A total of 6,846,444 of the 2018 Warrants and 3,350,000 of the 2019 Warrants are held directly or indirectly by insiders of the Company. The extension in respect of warrants held by insiders and their ability to exercise the 2018 Warrants after November 27, 2020 and the 2019 Warrants after April 15, 2020 will be subject to obtaining disinterested shareholder approval, which the Company intends to seek at the annual general and special meeting of shareholders of the Company scheduled for December 22, 2020. In the event that shareholder approval is not obtained, the 2018 Warrants held be insiders will terminate and be null and void effective November 27, 2020 and the 2019 Warrants will terminate in accordance with their original terms on April 15, 2020.
The extensions of the warrants held by insiders of the Company constitute related party transactions within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). 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, as the fair market value of the participation in the Offering by each insider does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. The Company does not intend to file a material change report in respect of the extensions.
About Kerr Mines Inc.
Kerr Mines is an emerging American gold producer advancing the restart of production at its 100-per-cent-owned, fully permitted past-producing Copperstone mine project, located in mining-friendly Arizona. The Copperstone mine project demonstrates significant upside exploration potential that has yet to be drilled within a 50 square-kilometre (12,258 acres) land package that includes past production of over 500,000 ounces of gold by way of an open-pit operation. The company’s current focus is on maximizing Copperstone’s potential by defining and expanding current resources and further optimizing the mine’s economics for purposes of the restart of production in 2021 as a result of the recent US$18 million project funding transaction entered into with Star Royalties Ltd.
For further information please visit the Kerr Mines website (www.kerrmines.com).
For further information contact:
Giulio Bonifacio, Chief Executive Officer [email protected] |
Martin Kostuik, President [email protected] |
Cautionary Note Regarding Forward Looking Statements
This news release contains forward-looking statements, including current expectations on the timing of the commencement of production and the rate of production, if commenced. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to, the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; the degree to which mineral resource estimates are reflective of actual mineral resources; and the degree to which factors which would make a mineral deposit commercially viable are present; the risks and hazards associated with underground operations. Risks and uncertainties about Kerr Mines’ business are more fully discussed in the Company’s disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Kerr Mines assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law.
Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release and no stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
]]>TORONTO, ONTARIO – November 12, 2020 – Kerr Mines Inc. (TSX: KER, OTC: KERMF) (“Kerr” or the “Company”) and Star Royalties Ltd. (“Star Royalties”) are very pleased to jointly announce the execution of a definitive US$18,000,000 gold purchase and sale agreement (“Streaming Agreement”) to finance the restart of underground operations and gold production at the Copperstone Gold Mine (“Copperstone”) in Arizona, USA.
Giulio T. Bonifacio, Chief Executive Officer of Kerr, stated: “This Streaming Agreement provides the required project financing to restart gold production at our Copperstone Gold Mine, which is targeted for Q4-2021. We are extremely pleased to be undertaking this financing transaction with Star Royalties, which has a seasoned team of mining professionals that will prove to be a valued partner as we advance Copperstone to production. With the extensive project evaluation undertaken by Star Royalties, we believe this streaming transaction further validates the value we have identified at Copperstone by way of our recent optimization efforts. We also note that we will be progressing the restart of operations under a whole ore leach processing scenario which will result in increased gold recoveries and production versus a floatation processing scenario.”
Alex Pernin, Chief Executive Officer of Star Royalties, commented: “We are proud to announce our partnership transaction with Kerr to advance the restart of Copperstone. We have structured a mutually beneficial streaming arrangement which should translate to a win-win outcome for both parties’ shareholders. This gold stream will provide for significant, near-term cash flow from a highly prospective deposit in a world-class jurisdiction. We look forward to the successful restart at Copperstone and to its exploration upside under Kerr’s experienced and knowledgeable management team.”
The US$18 million advance payment under the Streaming Agreement will be provided in three equal installments, with the first US$6 million installment to be advanced on the initial closing, which is expected to take place on or before November 20, 2020. The remaining two tranches will be advanced at the request of Kerr as it incurs expenditures for the restart of Copperstone Gold Mine Project with US$6 million on or before February 28, 2021 and a further US$6 million on or before April 30, 2021.
Key Transaction Terms
In connection with the entering into of Streaming Agreement, Kerr, Trans Oceanic Minerals Company Ltd. (“TOMCL”) and Braydon Capital Corporation (“Braydon”) have amended certain terms and conditions of the outstanding debt held by TOMCL and Braydon (the “Note Amendments”) . In particular, the parties have agreed as follows:
The proposed amendments to the terms of the promissory notes constitute related party transactions within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holder in Special Transactions (“MI 61-101“) as TOMCL is owned by Fahad Al Tamimi, a director of the Company and the beneficial owner of 67,956,003 common shares of the Company, or approximately 19.6% of the total issued and outstanding common shares and as Braydon is owned by Claudio Ciavarella, a director of the Company and the beneficial owner of 30,764,937 common shares of the Company, or approximately 8.9% of the total issued and outstanding common shares. 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, as the fair market value of the transaction as it relates to each of TOCML and Braydon does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. The note amendments were approved by the independent members of the board of directors of Kerr. Kerr will be filing a material change report in respect of the Streaming Agreement and the Note Amendments less than 21 days prior to the effective date of the Note Amendments as the Note Amendments are being made in connection with the Streaming Agreement and, as such, could not be announced prior to the announcement of the Streaming Agreement.
About Star Royalties Ltd.
Star Royalties Ltd. is a growth-oriented, precious metals-focused royalty and streaming company. We pursue high-quality cash flow generation and shareholder value creation through the origination and acquisition of royalties and streams. By specializing in custom-made and operator-friendly financing solutions, our objective is to be uniquely aligned with our counterparties and to provide our investors with leverage to rising precious metal prices. We aim to become the preferred mine financing partner for producers, developers and explorers.
For more information on Star Royalties, please visit our website at starroyalties.com or contact:
Alex Pernin, P.Geo. Chief Executive Officer and Director [email protected] +1 647 360 4793 |
Peter Bures Chief Business Development Officer [email protected] +1 437 997 8088 |
About Kerr Mines Inc.
Kerr Mines is an emerging American gold producer advancing the restart of production at its 100-per-cent-owned, fully permitted past-producing Copperstone mine project, located in mining-friendly Arizona. The Copperstone mine project demonstrates significant upside exploration potential that has yet to be drilled within a 50 square-kilometre (12,258 acres) land package that includes past production of over 500,000 ounces of gold by way of an open-pit operation. The company’s current focus is on maximizing Copperstone’s potential by defining and expanding current resources and further optimizing the mine’s economics for purposes of the restart of production in 2021.
For further information please visit the Kerr Mines website (www.kerrmines.com).
For further information contact:
Giulio Bonifacio, Chief Executive Officer [email protected] |
Martin Kostuik, President [email protected] |
Cautionary Note Regarding Forward Looking Statements
Certain statements in this news release may constitute “forward-looking statements”, including those regarding future market conditions for metals and minerals, the purchase and delivery of gold in connection with the Streaming Agreement, the payment of the first tranche, the second tranche and third tranche in connection with the Streaming Agreement, the entering into of a security package, the restart of Copperstone, the repayment of the Sprott loan and the prepayments against the principal of the notes by way of preferential payments, in certain circumstances. Forward-looking statements are statements that address or discuss activities, events or developments that Star Royalties and Kerr expect or anticipate may occur in the future. When used in this news release, words such as “estimates”, “expects”, “plans”, “anticipates”, “will”, “believes”, “intends” “should”, “could”, “may” and other similar terminology are intended to identify such forward-looking statements. Forward-looking statements are made based upon certain assumptions and other important factors that, if untrue, could cause the actual results, performances or achievements of Star Royalties or Kerr to be materially different from future results, performances or achievements expressed or implied by such statements. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be an accurate indication of whether or not such results will be achieved. A number of factors could cause actual results, performances or achievements to differ materially from such forward-looking statements, including, without limitation, changes in business plans and strategies, market conditions, share price, best use of available cash, the ability of Star Royalties to obtain required funds and identify and execute future acquisitions on acceptable terms or at all, risks inherent to royalty and streaming companies, title and permitting matters, metal and mineral commodity price volatility, discrepancies with respect to the estimated production of Copperstone, mineral reserves and resources and metallurgical recoveries, mining operation and development risks relating to the parties which produce the metals and minerals Star Royalties will purchase or receive payments from, regulatory restrictions, activities by governmental authorities (including changes in taxation), currency fluctuations, the global social and economic climate, natural disasters and global pandemics, dilution, and competition. These risks, as well as others, could cause actual results and events to vary significantly. Accordingly, readers should exercise caution in relying upon forward-looking statements and neither Star Royalties nor Kerr undertakes any obligation to publicly revise them to reflect subsequent events or circumstances, except as required by law.
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]]>TORONTO, ONTARIO – September 29, 2020 – Kerr Mines Inc. (TSX: KER, OTC: KERMF) (“Kerr” or the “Company”) is pleased to provide an update on its resource expansion drilling program at its Copperstone gold project located in Arizona, United States.
Kerr Mines is currently drilling the fourth out of up to 20 drill holes for the surface drilling program with drill assays currently pending. The four holes are, by design, focused on resource expansion with two holes drilled in the recently discovered Footwall zone with the remaining two in the previously defined Copperstone zone. The two Copperstone zone holes are targeting gaps in prior drilling on the down dip edge of the Copperstone orebody where nearby gold grades are up to 32 grams per tonne gold (“g/t Au”). The primary focus of the surface drilling program is further extending the known boundaries and increasing the current resource in both the Copperstone zone and the underlying and subparallel Footwall zone proximal to the Copperstone zone which historically produced over 500,000 ounces of gold.
The primary objective of the current drilling program is to extend the Footwall zone along strike and down dip utilizing both surface Reverse Circulation (“RC”) and underground core drilling. Planned drill footage for Footwall zone is 4,000 to 5,000 meters with both surface RC and underground core drilling. The objective is to continue to build from prior successful drilling results in the parallel Footwall zone which has indicated similar inclination, rock type, alteration, width and grade intercepts as is seen the Copperstone zone orebody.
Approximately half of the planned meterage from surface RC drilling is also allocated to areas of the Copperstone zone which are not accessible from current underground workings. The focus will target areas of the C, B & A zones which have never been drilled but are proximal to historically successful locations of Measured and Indicated Resources.
Following the surface RC drilling, the program will commence its second phase of the 2020 exploration program and will move underground. Drilling from the existing underground workings, the core program has allocated 4,000 to 5,000 meters designed to intercept expansion and conversion targets in both the Copperstone and parallel Footwall zones.
The 2020 drilling program, a continuation of the Company’s 2019 resource expansion program, will remain focussed on resource expansion, by way of adding new Inferred gold resources and upgrading resources into higher measured and indicated categories, of both the Copperstone and Footwall Zones with approximately 8,000 to 10,000 meters of both underground core drilling and surface RC drilling. The ultimate goal would be the addition of resources along all sections encompassing the entire current resource strike length of over 1,500 meters.
The parallel Footwall zone is located approximately 150 meters to the Southwest and immediately beneath the ore-bearing Copperstone zone. In 2018, the Company announced the newly defined Footwall zone as having extents of 375 meters of strike and 350 meters of dip.
Drilling intervals previously announced in 2018 and drilled from the surface through the Footwall Zone include:
As a result of the recently completed $5 million bought deal financing which was increased due to strong investor demand the Company is well funded to complete both a surface and underground drilling program for purposes of resource expansion. Upon completion of this next phase of drilling the company intends to update it resource estimate which will include successful drilling results from its 2019 drilling program.
The technical information in this news release has been prepared in accordance with the Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Sean Muller, P.Geo., SME Registered Member (Geology), who is a “Qualified Person” as defined by NI 43-101 for this project.
Quality Assurance and Quality Control Statement
Procedures have been implemented to assure Quality Assurance Quality Control (QAQC) of drill hole assaying being done at an ISO Accredited assay laboratory. Drill hole samples to be assayed are securely stored for shipment, with chain of custody documentation through delivery. Mineralized commercial reference standards and blank standards are inserted every 20th sample in sequence and results are assessed to ascertain acceptable limits for analytical variance. Duplicate samples are also being taken as a further check in lab precision and accuracy All results will be analyzed for consistency and corrective actions taken if needed.
About Kerr Mines Inc.
Kerr Mines is an emerging American gold producer advancing the restart of production at its 100-per-cent-owned, fully permitted past-producing Copperstone mine project, located in mining-friendly Arizona. The Copperstone mine project demonstrates significant upside exploration potential that has yet to be drilled within a 50-square-kilometre (12,258 acre) land package that includes past production of over 500,000 ounces of gold by way of an open-pit operation. The company’s current focus is on maximizing Copperstone’s potential by defining and expanding current resources and further optimizing the mine’s economics for purposes of the near term restart of production.
For further information please visit the Kerr Mines website (www.kerrmines.com)
For further information contact:
Giulio Bonifacio
Chief Executive Officer
[email protected]
Cautionary Note Regarding Forward Looking Statements
This news release contains forward-looking statements, including current expectations on future exploration and development plans and the expected use of proceeds from the recently completed financing in August 2020. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to: the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; reliance on third parties, the degree to which mineral resource and reserve estimates are reflective of actual mineral resources and reserves; the degree to which factors which would make a mineral deposit commercially viable are present; and the risks and hazards associated with underground operations. Risks and uncertainties about Kerr Mines’ business are more fully discussed in the Company’s disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Kerr Mines assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law.
]]>TORONTO, CANADA – August 27, 2020 – Kerr Mines Inc. (TSX: KER, OTC: KERMF), (“Kerr” or the “Company”) provides a project update of recent project developments at its 100% owned Copperstone gold project located in Arizona, USA.
2020 Resource Expansion and Drilling Update
Positive results from the Company’s 2019 successful drilling program totaling 5,000 meters have been incorporated into our planning for the second phase of resource expansion drilling of up to 10,000 meters. The second phase of resource expansion drilling has commenced with a drill contractor selected and a drill rig mobilized to the Copperstone project.
The purpose of the first phase of the 2020 drilling program is step out reverse circulation (“RC”) exploration holes for the purpose of increasing resource ounces in the Copperstone and Footwall zones. The step out holes will target the limit of known mineralization trends for future conversion of resources that will be used for mine planning purposes.
The 2020 underground core drilling will commence at the culmination of the surface RC drilling program and includes both step out and definition drilling in the Copperstone and Footwall zones for purposes of resource addition and conversion in areas proximal to the initial stopes to be mined.
Overall, drilling will continue to focus on resource expansion by way of underground core drilling in the D and C zones and surface RC drilling in the Copperstone B and A and Footwall zones. As previously reported in 2019 step-out underground drilling results from Drill Hole 18-21-06 returned 16.8 meters of 40.0 grams per tonne (“g/t”) gold, including 3 meters of 98.26 g/t gold within the same interval (See Figure 1). Building on the previous results, this next phase of drilling will focus on stepping out along strike and dip beyond the previously defined mineralized domains.
Of the prospective targets for the current program, the areas beneath the Copperstone D and C zones have a number of down-dip targets which can be reached from underground. The Copperstone B and A zones and the Footwall zone drilling includes targets along the strike of these zones and will be drilled from surface. In these areas, drilling for the purposes of expanding the significant potential of resources in a down-dip direction will be allocated to future drilling from underground due to the depth of the targets.
Drilling results from the 2020 resource expansion program, using surface RC and underground core drilling, will be combined with those from the 2019 drilling results to update the current resource estimate. Based on the 2019 drill program, the updated resource estimate is expected to reflect an increase in overall tonnage and ounces. For purposes of updating the resource estimate, the Company will also update the previously used cut-off grade and structural mapping.
The Copperstone zone is the underground extension of the same orebody that was historically mined as an open pit. The pit historically mined nearly 150 vertical meters of the Copperstone zone and produced in excess of 500,000 gold ounces from 5.0 million tonnes of ore at an average grade of 3 g/t gold. The Copperstone orebody currently has a horizontal strike length of over 1,500 meters and extends 110 meters beneath the historical open pit.
Highlights from the 2019 program are below and a view of several underground drilling stations used during the 2019 program is shown in Figure 1:
Complete drilling results as previously disclosed are included in press releases dated April 4, 2019, May 1, 2019, June 5, 2019, and July 9, 2019.
Figure 1. Long View Highlights of 2019 drilling program
The Copperstone zone is the underground extension of the same orebody that was historically mined as an open pit. The pit mined nearly 150 vertical meters of the Copperstone zone and produced in excess of 500,000 gold ounces historically. The Copperstone orebody currently has a horizontal strike length of over 1,500 meters and extends 110 meters beneath the historical open pit. Within this area and the Footwall Zone, there are Measured and Indicated resources of 276,100 gold ounces and Inferred resources of 145,700 gold ounces.1
Permitting
On January 22, 2020 the U.S. Bureau of Land Management (“BLM”) issued a decision of record (“DOR”) based on a finding of no significant impact (“FONSI”) formally approving Kerr Mines Inc.’s mining plan of operation (“MPO”) at its 100-per-cent-owned Copperstone mine gold project located in Arizona.
Receipt of the DOR based on FONSI and approved MPO were part of a strategic value-enhancing process undertaken by the company to restart the Copperstone gold mine and resulted in the following positive project implications:
This final approval and receipt of the DOR marked the conclusion of the permit modification effort that commenced in 2018. On Feb. 5, 2019, the company announced the Arizona Department of Environmental Quality (ADEQ) issued approval for the modification of the existing air permit governing air quality. On Sept. 19, 2019, the company announced the ADEQ issued approval for the modification of the existing aquifer protection permit. The water permit is effective for the life of mine and the air permit is valid for five years.
Project Optimization and Financing
In accordance with Copperstone Preliminary Feasibility Study and Management’s on-going efforts to improve project economics and extend the current mine life, the Company anticipates a reduction in the estimated initial project capital from what has been reflected in the Copperstone PFS. These reductions are facilitated by way of internal trade off studies and advancement of the detailed engineering of the mine and mineral processing. These reductions are expected to improve project economics as a result of moving forward with a mineral processing strategy that moves to refurbishment and modification of the existing mineral processing and gold recovery circuit.
The mineral processing optimization work is being performed primarily with Resource Development, Inc. and FLSmidth, and is based on historic and recent metallurgical test work, packaged pricing and a thorough assessment of refurbishment costs. Further metallurgical testing will be completed in order to complete the optimization of the existing plant flowsheet and bring both cost and gold production performance to final detailed engineering level prior to the commencement of any refurbishment and modification activities.
In addition, further project optimization is being undertaken on the mine operations aspect of the project. In an effort to further reduce execution risk, the Company has been actively engaged with mine operations contractors in planning several options to use contractor services in the pre-production and start-up phases of mine production and development.
The Company is continuing it discussions with Sprott regarding the balance of the Sprott Project Financing Package which is subject to achieving defined project milestones. In view of the much improved capital markets the Company is also considering alternative forms of project financing that could further enhance project economics by reducing the effective cost of capital while negating further dilution.
National Instrument 43-101 Technical Report:” Preliminary Feasibility Study for the Copperstone Project, La Paz County, Arizona, USA” dated May 18, 2018. prepared by Hard Rock Consulting, LLC and endorsed by Zachary J. Black, SME-RM; J.J. Brown, P.G., SME-RM, Jeff Choquette, P.E., MMSA-QP; Deepak Malhotra, PhD, SME-RM, each of whom are independent “Qualified Persons” as defined in NI 43-101 (the “Copperstone PFS”)
The technical information in this news release has been prepared in accordance with the Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Sean Muller, PGeo, SME Registered Member (Geology), who is a “Qualified Person” as defined by NI 43-101 for this project.
Quality Assurance and Quality Control Statement
Procedures have been implemented to assure Quality Assurance Quality Control (QAQC) of drill hole assaying being done at an ISO Accredited assay laboratory. All intervals of drill holes are being assayed and samples are securely stored for shipment, with chain of custody documentation through delivery. Mineralized commercial reference standards and coarse blank standards are inserted every 30th sample in sequence and results are graphed to assure acceptable results, resulting in high confidence of the drill hole assay results. When laboratory assays are received, the QAQC results are immediately evaluated and graphed to analyze dependability of the drill hole assays. As the Copperstone Project advances, additional QAQC measures will be implemented including selected duplicate check assaying on pulps and coarse rejects at a second accredited assay laboratory. All results will be analyzed for consistency.
About Kerr Mines Inc.
Kerr Mines is an Emerging American Gold Producer currently advancing the 100% owned, fully permitted past-producing Copperstone Mine project to production. Copperstone is a high-grade gold project located along a detachment fault mineral belt in mining-friendly Arizona. This gold project in Arizona demonstrates tremendous exploration potential targeting multi-million-ounce prospects within a 50 Square kilometers (12,259 acre) land package.
For further information please visit the Kerr Mines website (www.kerrmines.com)
For further information contact:
Giulio Bonifacio
Chief Executive Officer
[email protected]
Cautionary Note Regarding Forward Looking Statements
This news release contains forward-looking statements, including current expectations on future exploration plans and the expected use of proceeds of the Offering. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to: the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; reliance on third parties, the degree to which mineral resource and reserve estimates are reflective of actual mineral resources and reserves; the degree to which factors which would make a mineral deposit commercially viable are present; and the risks and hazards associated with underground operations. Risks and uncertainties about Kerr Mines’ business are more fully discussed in the Company’s disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Kerr Mines assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law.
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
Toronto, Canada – August 10, 2020 – Kerr Mines Inc. (TSX: KER, OTC: KERMF), (“Kerr” or the “Company”) is pleased to announce that it has closed its previously announced bought deal financing for aggregate gross proceeds of $5,000,800 (the “Offering”).
Pursuant to the Offering, the Company issued a total of 35,720,000 units of the Company (the “Units”) at a price of C$0.14 per Unit. Each Unit consists of one common share in the capital of the Company (a “Common Share”) and one half of one Common Share purchase warrant (a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one Common Share at a price of C$0.22 for a period of 24 months. Haywood Securities Inc. acted as sole underwriter for the Offering.
Giulio T. Bonifacio, Chief Executive Officer, stated: “We are extremely pleased with the strong investor demand, including from a broad base of new investors, which resulted in the upsize of the initial bought deal offering. With funding in hand, the Company will commence its 2020 resource and reserve expansion drilling program, consisting of 8,000 meters, which will expand upon a very successful drilling program in 2019. A drill contractor has been selected and a drill rig is currently being mobilized to the Copperstone project. With our recent agreement to buy-back a 3 per cent gross production royalty the Company is well positioned for the restart of production at the Copperstone gold project, subject to arranging project financing.”
The securities offered pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act“) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Kerr Mines Inc.
Kerr Mines is an Emerging American Gold Producer currently advancing the 100% owned, fully permitted past-producing Copperstone Mine project to production. Copperstone is a high-grade gold project located along a detachment fault mineral belt in mining-friendly Arizona. This gold project in Arizona demonstrates tremendous exploration potential targeting multi-million-ounce prospects within a 50 Square kilometers (12,259 acre) land package.
For further information please visit the Kerr Mines website (www.kerrmines.com)
For further information contact:
Giulio Bonifacio
Chief Executive Officer
[email protected]
Cautionary Note Regarding Forward Looking Statements
This news release contains forward-looking statements, including current expectations on future exploration plans and the expected use of proceeds of the Offering. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to: the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; reliance on third parties, the degree to which mineral resource and reserve estimates are reflective of actual mineral resources and reserves; the degree to which factors which would make a mineral deposit commercially viable are present; and the risks and hazards associated with underground operations. Risks and uncertainties about Kerr Mines’ business are more fully discussed in the Company’s disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Kerr Mines assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law.
]]>NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
TORONTO, CANADA – July 27, 2020 – Kerr Mines Inc. (TSX: KER, OTC: KERMF), (“Kerr” or the “Company”) is pleased to announce it has entered into an agreement to acquire a 3% Gross Production Royalty (“Royalty”) from Trans Oceanic Mineral Company Ltd. (“TOMCL”), which will reduce the aggregate Royalty on the Copperstone Gold Mine from 6% to 3%.
The Copperstone Gold Mine is currently subject to an aggregate 6% Royalty held by TOMCL (4.5%) and the Angie Patch Survivor’s Trust (1.5%). The purchase agreement entered into between the Company’s subsidiary, Bonanza Explorations Inc. (“Bonanza”), and TOMCL provides for the buyback of a 3% Royalty held by TOMCL for US$2,500,000 on or before March 31, 2021 (the “Royalty Buyback”). The Royalty Buyback is conditional on the Company successfully arranging project financing for the re-start of production at the Copperstone Gold Mine.
Giulio T. Bonifacio, Chief Executive Officer stated: “We are extremely pleased with the ability to buy down the current royalty which will significantly enhance Copperstone’s project economics. The value to be paid will also prove of great benefit to all stakeholders moving forward as we continue our efforts to grow the resource and reserve at the Copperstone Gold Mine.
The proposed Royalty purchase constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holder in Special Transactions (“MI 61-101“) as TOCML is owned by Fahad Al Tamimi, a director of the Company and the beneficial owner of 63,273,463 common shares of the Company, or approximately 20.3% of the total issued and outstanding common shares . 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, as the fair market value of the consideration to be paid to TOMCL for the purchase of the Royalty does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.
About Kerr Mines Inc.
Kerr Mines is an Emerging American Gold Producer currently advancing the 100% owned, fully permitted past-producing Copperstone Mine project to production. Copperstone is a high-grade gold project located along a detachment fault mineral belt in mining-friendly Arizona. This gold project in Arizona demonstrates tremendous exploration potential targeting multi-million-ounce prospects within a 50 Square kilometers (12,259 acre) land package.
For further information contact:
Giulio Bonifacio
Chief Executive Officer
[email protected]
Cautionary Note Regarding Forward Looking Statements
This news release contains forward-looking statements, including current expectations on the timing of the commencement of production and the rate of production, if commenced. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include, but are not limited to, the strength of the Canadian economy; the price of gold; operational, funding, and liquidity risks; the degree to which mineral resource estimates are reflective of actual mineral resources; and the degree to which factors which would make a mineral deposit commercially viable are present; the risks and hazards associated with underground operations. Risks and uncertainties about Kerr Mines’ business are more fully discussed in the Company’s disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Kerr Mines assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law. Neither TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release and no stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
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