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SolGold PLC Announces Cascabel Investment Protection Agreement

BISHOPSGATE, UK / ACCESSWIRE / November 23, 2021 / The Board of Directors of SolGold (LSE & TSX:SOLG) is pleased to announce the signing of a preliminary…

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BISHOPSGATE, UK / ACCESSWIRE / November 23, 2021 / The Board of Directors of SolGold (LSE & TSX:SOLG) is pleased to announce the signing of a preliminary commitment declaration with regard to an Exploration Investment Protection Agreement (“IPA”) for the Cascabel project in northern Ecuador. The declaration was signed on 19th November 2021 in Quito, Ecuador between Mr. Guillermo Lasso Mendoza, President of Ecuador, and Mr. Andrew Taunton, Vice President of SolGold’s Ecuador subsidiaries representing SolGold plc and SolGold Finance AG (together the “Investors”), and Exploraciones Novomining S.A. and SolGold-Ecuador S.A. (together the “Receiving Companies”).

The terms of the IPA, submitted by application to the Ministry of Production, Foreign Trade, Investments and Fisheries (“MPCEIP”) of Ecuador, includes an intention to invest a total of approximately US$430 million over the 10 years between 2013 and 2023 in minerals exploration activities in the Cascabel mining concession, in the canton of Ibarra, province of Imbabura, Ecuador. The US$430 million total includes both historical investments, with a total of approximately US$238 million estimated through to the end of 2021, and planned future investments through to the end of 2023 when the Exploration Phase of activities as defined under the mining law is anticipated to finish.

On 30th August 2021, the Strategic Committee for the Promotion and Attraction of Investments (“CEPAI”), the body in charge within the MPCEIP, analysed the legal and technical reports required to approve the SolGold application by the Investors and Receiving Companies and, by means of Resolution No. 065-CEPAI-2021, and with the unanimous vote of its members, recommended the execution of the IPA. In this context, the undersigned parties confirmed the commitment between the Ecuadorian State, the Investors and the SolGold Receiving Companies to execute the above-mentioned Exploration IPA in compliance with Ecuadorian law.

Once the IPA has been executed, the Ecuadorian State will grant the SolGold investor companies the applicable protections and guarantees in accordance with the law. Specific protections relate to the prohibition of all forms of confiscation, non-discriminatory treatment and equal playing field, legal security, tax stability for 15 years and international arbitration in London if there are any disputes in relation to the Cascabel Project. The SolGold Receiving Companies intend to disburse the planned future investments in exploration activities related to the Cascabel Project and to create among other benefits, direct and indirect employment over the next two years.

SolGold’s Acting CFO Ingo Hofmaier commented on the IPA:

“Under the terms of this Agreement, SolGold’s investors will enjoy increased protection of their key investment in Ecuador. As a firm we are delighted to be able to further deepen our relationship with the State of Ecuador and achieve another milestone in advancing Cascabel. Agreements like this create an alliance between the private sector and the state, critical in supporting large amounts of future investments. This was a major effort by the parties involved and the inclusion of a well drafted dispute resolution clause, with arbitration in London abiding to the rules of the International Chamber of Commerce will provide us with confidence for the upcoming project finance process.”

By order of the Board
Dennis Wilkins
Company Secretary

CONTACTS

Dennis Wilkins
SolGold Plc (Company Secretary)
[email protected]

Tel: +61 (0) 417 945 049

Ingo Hofmaier
SolGold Plc (Acting CFO) [email protected]

Tel: +44 (0) 20 3823 2130

Fawzi Hanano / Lia Abady
SolGold Plc (Investors / Communication)
[email protected] / [email protected]

Tel: +44 (0) 20 3823 2130

Tavistock (Media)
Jos Simson / Gareth Tredway

Tel: +44 (0) 20 7920 3150

Follow us on twitter @SolGold_plc

Certain information contained in this announcement would have been deemed inside information.

ABOUT SOLGOLD

SolGold is a leading resources company focussed on the discovery, definition and development of world-class copper and gold deposits. In 2018, SolGold’s management team was recognised by the “Mines and Money” Forum as an example of excellence in the industry and continues to strive to deliver objectives efficiently and in the interests of shareholders. SolGold is aggressively exploring the length and breadth of this highly prospective and gold-rich section of the Andean Copper Belt which is currently responsible for c40% of global mined copper production.

The Company operates with transparency and in accordance with international best practices. SolGold is committed to delivering value to its shareholders, while simultaneously providing economic and social benefits to impacted communities, fostering a healthy and safe workplace and minimizing the environmental impact.

Dedicated stakeholders

SolGold employs a staff of over 800 employees of whom 98% are Ecuadorean. This is expected to grow as the operations expand at Alpala, and in Ecuador generally. SolGold focusses its operations to be safe, reliable and environmentally responsible and maintains close relationships with its local communities. SolGold has engaged an increasingly skilled, refined and experienced team of geoscientists using state of the art geophysical and geochemical modelling applied to an extensive database to enable the delivery of ore grade intersections from nearly every drill hole at Alpala. SolGold has over 80 geologists on the ground in Ecuador exploring for economic copper and gold deposits.

About Cascabel and Alpala

The Alpala deposit is the main target in the Cascabel concession, located on the northern section of the heavily endowed Andean Copper Belt, the entirety of which is renowned as the base for nearly half of the world’s copper production. The project area hosts mineralisation of Eocene age, the same age as numerous Tier 1 deposits along the Andean Copper Belt in Chile and Peru to the south. The project base is located at Rocafuerte within the Cascabel concession in northern Ecuador, an approximately three-hour drive on sealed highway north of the capital Quito, close to water, power supply and Pacific ports.

Having fulfilled its earn-in requirements, SolGold is a registered shareholder with an unencumbered legal and beneficial 85% interest in ENSA (Exploraciones Novomining S.A.) which holds 100% of the Cascabel concession covering approximately 50km2. The junior equity owner in ENSA is required to repay 15% of costs since SolGold’s earn in was completed, from 90% of its share of distribution of earnings or dividends from ENSA or the Cascabel concession. It is also required to contribute to development or be diluted, and if its interest falls below 10%, it shall reduce to a 0.5% NSR royalty which SolGold may acquire for US$3.5million.

SolGold’s Regional Exploration Drive

SolGold is using its successful and cost-efficient blueprint established at Alpala, and Cascabel generally, to explore for additional world class copper and gold projects across Ecuador. SolGold is the largest and most active concessionaire in Ecuador.

The Company wholly owns four other subsidiaries active throughout the country that are now focussed on thirteen high priority gold and copper resource targets, several of which the Company believes have the potential, subject to resource definition and feasibility, to be developed in close succession or even on a more accelerated basis compared to Alpala.

SolGold is listed on the London Stock Exchange and Toronto Stock Exchange (LSE/TSX: SOLG). The Company has on issue a total of 2,293,816,433 fully paid ordinary shares and 34,250,000 share options.

See www.solgold.com.au for more information. Follow us on twitter @SolGold plc

CAUTIONARY NOTICE

News releases, presentations and public commentary made by SolGold plc (the “Company”) and its Officers may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to interpretations of exploration results to date and the Company’s proposed strategy, plans and objectives or to the expectations or intentions of the Company’s Directors, including the plan for developing the Project currently being studied as well as the expectations of the Company as to the forward price of copper. Such forward-looking and interpretative statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such interpretations and forward-looking statements.

Accordingly, the reader should not rely on any interpretations or forward-looking statements; and save as required by the exchange rules of the TSX and LSE or by applicable laws, the Company does not accept any obligation to disseminate any updates or revisions to such interpretations or forward-looking statements. The Company may reinterpret results to date as the status of its assets and projects changes with time expenditure, metals prices and other affecting circumstances.

This release may contain “forward‑looking information” within the meaning of applicable Canadian securities legislation. Forward‑looking information includes, but is not limited to, statements regarding the Company’s plans for developing its properties. Generally, forward‑looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”.

Forward‑looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward‑looking information, including but not limited to: transaction risks; general business, economic, competitive, political and social uncertainties; future prices of mineral prices; accidents, labour disputes and shortages and other risks of the mining industry. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, risks relating to the ability of exploration activities (including assay results) to accurately predict mineralization; errors in management’s geological modelling and/or mine development plan; capital and operating costs varying significantly from estimates; the preliminary nature of visual assessments; delays in obtaining or failures to obtain required governmental, environmental or other required approvals; uncertainties relating to the availability and costs of financing needed in the future; changes in equity markets; inflation; the global economic climate; fluctuations in commodity prices; the ability of the Company to complete further exploration activities, including drilling; delays in the development of projects; environmental risks; community and non-governmental actions; other risks involved in the mineral exploration and development industry; the ability of the Company to retain its key management employees and skilled and experienced personnel; and those risks set out in the Company’s public documents filed on SEDAR at www.sedar.com. Accordingly, readers should not place undue reliance on forward‑looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

The Company and its officers do not endorse, or reject or otherwise comment on the conclusions, interpretations or views expressed in press articles or third-party analysis, and where possible aims to circulate all available material on its website.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

SOURCE: SolGold PLC

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Author: SolGold PLC

Today’s News

Candelaria Announces Closing of Final Tranche of Non-Brokered Private Placement

NOT FOR DISSEMINATION, DISTRIBUTION, RELEASE, OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE…

NOT FOR DISSEMINATION, DISTRIBUTION, RELEASE, OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES.

VANCOUVER, British Columbia, Oct. 29, 2021 (GLOBE NEWSWIRE) — Candelaria Mining Corp. (TSX-V: CAND, OTC PINK: CDELF) (the “Company”) is pleased to announce that, further to its press release of September 22, 2021, it has closed its second and final tranche of its non-brokered private placement for a gross proceeds of $511,648 through the issuance of 1,136,997 units of the Company (the “Units”) at a price of $0.45 per Unit (the “Final Offering”). Each Unit will consist of one common share of the Company and one-half of a common share purchase warrant (the “Warrants”), with each full Warrant entitling the holder thereof to acquire one common share of the Company at a price $0.65 for a period of 36 months following the closing of the Offering.

Gross proceeds raised from the Final Offering will be used for general corporate purposes.

Combining with first tranche, which closed on September 22, 2021, the total proceeds raised was $8,441,770, with a total issuance of 18,759,491 Units.

Armando Alexandri (COO) and Mike Struthers (CEO), subscribed for 622,222 Units ($280,000) and 91,111 Units ($41,000), respectively, under the second and final tranche of the Offering (the “Insider Subscriptions”). The Insider Subscriptions constitute “related party transactions” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (“MI 61-101”). The Company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101 in respect of the Insider Subscriptions.

The Final Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange.

The original regulatory deadline for closing of the Final Offering was October 7, 2021, in which the Company had obtained regulatory approval to extend it to October 29, 2021.

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.

ON BEHALF OF THE BOARD
Mike Struthers
CEO
+1 604 349 5992

For further information, please contact:

Candelaria Mining Corp.
Investor Relations
+1 604 349 5992 | [email protected]

Cautionary Note Regarding Forward-looking Statements: This press release contains certain “forward-looking statements” and “forward-looking information” under applicable Canadian securities laws. Forward-looking statements and forward-looking information include, but are not limited to, statements with respect to the terms, the use of proceeds and the timing of closing of the Offering. Forward-looking statements are based on the opinions and estimates as at the date the statements are made, and are based on a number of assumptions and subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. Many of these assumptions are based on factors and events that are not within the control of the Company and there is no assurance they will prove to be correct. Factors that could cause actual results to vary materially from results anticipated by such forward-looking statements include changes in market conditions or metals prices, unanticipated developments on the Company’s properties, and other risks described in the Company’s public disclosure documents available under the Company’s profile at www.sedar.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.






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Rio2 Arranges Project Financing Of US$125 to US$135 Million to Fully Fund Its Fenix Gold Mine to Production

**NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES** VANCOUVER, British Columbia, July 20, 2021 …

**NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES**

VANCOUVER, British Columbia, July 20, 2021 (GLOBE NEWSWIRE) — Rio2 Limited (“Rio2” or “the Company”) (TSXV: RIO; OTCQX: RIOFF; BVL: RIO) is pleased to announce that it has arranged mine construction financing totaling approximately US$125 to US$135 million to finance the construction of a mine (the “Mine”) at its 100%-owned Fenix Gold Project in Chile (the “Mine Financing Package”).

The Mine Financing Package is comprised of the following components:

  • Non-binding term sheet with Wheaton Precious Metals International Ltd. (“WPMI” or “Wheaton”) for a US$50 million Gold Purchase Agreement (“Gold Stream”).
  • BNP Paribas (“BNP”) appointed as mandated lead arranger for a senior project debt facility of US$50-60 million (“Senior Project Debt Facility”).
  • Marketed public offering of common shares of the Company for gross proceeds of approximately C$25 million (approximately US$19.6 million), at a price per share to be determined in the context of the market with a syndicate of underwriters co-led by Scotiabank, CIBC Capital Markets and Raymond James (the “Offering”).
  • Non-Brokered private placement of common shares of the Company to WPMI or an affiliate for proceeds of US$5 million at a price per share equal to, and concurrent with, the Offering (the “Private Placement”).

Alex Black, President, CEO and a director of Rio2 Limited, stated, “Securing this Mine Financing Package is a significant milestone event for Rio2 and a testament to our management team and the strong, long-life, project fundamentals offered by the Fenix Gold Project.”

The Mine Financing Package will allow for Rio2 to commence pre-construction activities at the Fenix Gold Project prior to receiving Environmental Impact Assessment (“EIA”) approval and permits for its planned 20,000 tonnes per day, run of mine, dump leach operations. Since the outset, the primary focus of Rio2 has been to accelerate the Fenix Gold Project to production and the Mine Financing Package will allow the Company to maintain its current schedule for first gold production in Q4, 2022.

“We welcome WPMI and BNP as our partners in the construction and development of the Fenix Gold Mine, in an environmentally and socially responsible manner, to the benefit of all stakeholders. The Fenix Gold Project hosts the largest undeveloped gold heap leach project in the Americas with a large measured and indicated gold resource of 5 million ounces with exciting exploration potential, and is open to further mine optimization opportunities,” said Alex Black. 

“Wheaton is excited to partner with Rio2 in developing the Fenix Gold Project. The strength of the Fenix Gold Project and its long-term potential has been readily evident during our due diligence,” said Randy Smallwood, President and Chief Executive Officer of Wheaton.

WPMI GOLD STREAM

Rio2 has signed a non-binding term sheet to receive total cash consideration of US$50 million pursuant to a Gold Purchase Agreement to be entered into with WPMI, a wholly-owned subsidiary of Wheaton Precious Metals Corp. (TSX: WPM; NYSE: WPM). The proceeds from the Gold Stream will be used to partially finance the Mine construction.

Upon entering into the Gold Stream, WPMI will purchase refined gold equal to 6.0% of the gold production until 90,000 ounces of gold have been delivered and 4.0% of the gold production until 140,000 ounces of gold have been delivered, after which the stream will reduce to 3.5% of the gold production for the life of mine. Under the proposed Gold Stream, WPMI will pay total cash consideration of US$50 million, US$25 million of which is payable upon closing, subject to conditions including the completion of the Offering (as described below), with the remaining US$25 million payable subject to certain conditions, including the receipt of the EIA approval for the Mine. In addition, WPMI will make ongoing payments for gold ounces delivered equal to 18% of the spot gold price until the value of gold delivered less the production payment is equal to the upfront consideration of US$50 million, at which point the production payment will increase to 22% of the spot gold price.

Entering into the Gold Stream remains subject to, among other matters, the final negotiation and completion of definitive documentation, including the Gold Purchase Agreement.

As part of the non-binding term sheet, Wheaton has committed to subscribe for US$5 million of common shares pursuant to a non-brokered private placement subscription agreement at the same price per share as the Offering (as described below).

BNP SENIOR PROJECT DEBT FACILITY

On July 20, 2021, the Company engaged BNP act as the sole and exclusive bookrunner, sole and exclusive lead arranger, and sole and exclusive administrative agent for the Senior Project Debt Facility in the amount of US$50-60 million. Proceeds of the Senior Project Debt Facility will be used to fund the construction and commissioning of the Mine and available by way of cash advances in US dollars, and for potential cost overruns. The Senior Project Debt Facility is expected to have a principal grace period in line with construction and ramp-up period and a tailored amortization profile designed to match projected cash flows from the Mine. The closing of the Senior Project Debt Facility remains subject to a number of customary conditions including the completion of satisfactory due diligence, the receipt of credit approvals and the negotiation of definitive documentation.

FINANCING PROCESS

“We have completed a comprehensive review of numerous financing options and we are very pleased with the outcome of our process. We have arranged financing with two leading financial partners to fully fund the construction costs at Fenix Gold. The Mine Financing Package is transformational for Rio2 as it will provide the resources to execute on our plans for the development of the Mine,” stated Jose Luis Martinez, Rio2’s Executive Vice President and Chief Strategy Officer.

RIO2 EQUITY OFFERING

The Company has filed a preliminary short form prospectus in connection with a marketed public offering of common shares of the Company (“Common Shares”) for aggregate gross proceeds of approximately C$25 million (approximately US$19.6 million), at a price per Common Share determined in the context of the market (the “Offering Price”). The Offering will be conducted through a syndicate of underwriters co-led by Scotiabank, CIBC Capital Markets and Raymond James (collectively, the “Underwriters”).

The pricing of the Offering will be determined in the context of the market at the time of entering into a definitive underwriting agreement between the Company and the Underwriters. The Company has granted the Underwriters an over-allotment option to purchase up to an additional 15% of the Common Shares issued pursuant to the Offering (the “Over-Allotment Option”) on the same terms exercisable in whole or in part, at any time and from time to time, up to 30 days from and including the closing date of the Offering (the “Underwriters’ Option”).

Not less than US$20 million of the net proceeds‎‎ of the Offering plus the proceeds of the Private Placement (the “Combined Proceeds”) will be used to fund development of the ‎Corporation’s Fenix Gold Project and associated mine and camp infrastructure ‎(which, for greater certainty includes development of related infrastructure by Lince S.A., a wholly owned subsidiary of ‎the Corporation). The remaining Combined Proceeds is expected to be used for general working capital purposes.‎ Any proceeds from the exercise of the Over-Allotment Option will be added to the Corporation’s working capital.

The Common Shares are being offered (i) to the public in each of the provinces and territories of Canada, except for Quebec and (ii) in the United States, only to “qualified institutional buyers” (as defined in Rule 144A under the United States Securities Act of 1933, as amended (the “1933 Act”), in a private placement exempt from the registration requirements of the 1933 Act.

The Offering is scheduled to close on or about August 6, 2021 and is subject to customary closing conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the securities ‎regulatory authorities and the TSX Venture Exchange (the “TSXV”). The completion of the Offering is also subject to the completion of the Private Placement (as described below).

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Common Shares in the United States. The Common Shares have not been and will not be registered under the 1933 Act or any state securities laws and may not be offered or sold directly or indirectly in the United States except in transactions exempt from the registration requirements of the 1933 Act and all applicable state securities laws.

The Company has applied to list the Common Shares on the TSXV. A preliminary short form prospectus containing important information related to the Common Shares has been filed with securities regulatory authorities in each of the provinces and territories of Canada, except for Quebec. The preliminary short form prospectus is subject to completion. Copies of the preliminary short form prospectus may be obtained from the Underwriters via email at [email protected] or by request to the Company. A copy of the preliminary short form prospectus can also be obtained under the corporate profile of the Company on SEDAR at www.sedar.com.

RIO2 PRIVATE PLACEMENT

As contemplated by the non-binding term sheet with WPMI, WPMI or an affiliate would purchase on a non-brokered private placement basis Common Shares from treasury for proceeds of the Canadian dollar equivalent of US$5 million (approximately C$6.4 million) at a price per share equal to the price of the Common Shares issued pursuant to the Offering (the “Private Placement”), provided the gross proceeds of the Offering and Private Placement exceed US$20 million. The Company intends to use the proceeds from the Private Placement to fund development of the Company’s Fenix Gold Project‎.

The Private Placement is scheduled to close on or about August 6, 2021 and is subject to customary closing conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSXV. The completion of the Private Placment is also subject to the concurrent completion of the Offering.

ADVISORS

Rio2’s financial advisor is Scotiabank and its legal advisors are McMillan LLP in Canada and Guerrero Olivos in Chile in connection with the Gold Stream and the Senior Project Debt Facility.

TECHNICAL INFORMATION

The scientific and technical content of this news release has been reviewed, approved and verified by Enrique Garay, MSc. P. Geo (AIG Fellow), Senior Vice President Geology of Rio2 Limited, who is a QP under NI 43-101. For additional information regarding the Fenix Gold Project, including key parameters, assumptions and risks associated with its development, see the independent technical report entitled “Updated Pre-Feasibility Study for the Fenix Gold Project, Atacama, III Region, Chile” dated October 15, 2019 with an effective date of August 15, 2019, a copy of which document is available under Rio2’s SEDAR profile at www.sedar.com

ABOUT RIO2 LIMITED

Rio2 is a mining company with a focus on development and mining operations with a team that has proven technical skills as well as a successful capital markets track record. Rio2 is focused on taking its Fenix Gold Project in Chile to production in the shortest possible timeframe based on a staged development strategy. In addition to the Fenix Gold Project in development in Chile, Rio2 Limited continues to pursue additional strategic acquisitions where it can deploy its operational excellence and responsible mining practices to build a multi-asset, multi-jurisdiction, precious metals company.

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information (collectively “forward-looking information”) within the meaning of applicable securities laws relating to Rio2’s planned development of its Fenix Gold Project and other aspects of Rio2’s anticipated future operations and plans. In addition, without limiting the generality of the foregoing, this news release contains forward-looking information pertaining to the following: the Gold Stream, the Senior Project Debt Facility, the Offering, the Private Placement, the timing and completion of each of the foregoing financings, the use of proceeds of each of the foregoing financings, the estimated mineral resources of the Fenix Gold Project, the potential development of a mine at the Fenix Gold Project, the timing of construction at the Fenix Gold Project, the expected timeline for the commencement of gold production from the Fenix Gold Project, the expected rate of production at the Fenix Gold Project and other matters ancillary or incidental to the foregoing.

All statements included herein, other than statements of historical fact, may be forward-looking information and such information involves various risks and uncertainties. Forward-looking information is often, but not always, identified by the use of words such as “seek”, “anticipate”, “plan”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “predict”, “potential”, “targeting”, “intend”, “could”, “might”, “should”, “believe”, and similar expressions. The forward-looking information is based on certain key expectations and assumptions made by Rio2’s management which may prove to be incorrect, including but not limited to: expectations concerning prevailing commodity prices, exchange rates, interest rates, applicable royalty rates and tax laws; capital efficiencies; legislative and regulatory environment of Chile; future production rates and estimates of capital and operating costs; estimates of reserves and resources; anticipated timing and results of capital expenditures; the sufficiency of capital expenditures in carrying out planned activities; performance; the availability and cost of financing, labor and services; and Rio2’s ability to access capital on satisfactory terms.

Rio2 believes the expectations reflected in these forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and such forward-looking statements in this news release should not be unduly relied upon. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Rio2’s disclosure documents on the SEDAR website at www.sedar.com. These risks and uncertainties include, but are not limited to: risks and uncertainties relating to the completion of the financings as described herein, and management’s ability to anticipate and manage the factors and risks referred to herein. Forward-looking statements included in this news release are made as of the date of this news release and such information should not be relied upon as representing its views as of any date subsequent to the date of this news release. Rio2 has attempted to identify important factors that could cause actual results, performance or achievements to vary from those current expectations or estimates expressed or implied by the forward-looking information. However, there may be other factors that cause results, performance or achievements not to be as expected or estimated and that could cause actual results, performance or achievements to differ materially from current expectations. Rio2 disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation.

Notes:

To learn more about Rio2 Limited, please visit: www.rio2.com or Rio2’s SEDAR profile at www.sedar.com.

ON BEHALF OF THE BOARD OF RIO2 LIMITED

Alex Black
President, CEO & Director
Email: [email protected]
Tel: 1 (604) 260-2696

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts the responsibility for the adequacy or accuracy of this release.

 






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Ranchero Gold Provides Update on Santa Daniela Drill Program

Current drill program focused on expansion of known gold mineralization at Maíz Azul and initial testing of two highly prospective targets.Diamond core…

  • Current drill program focused on expansion of known gold mineralization at Maíz Azul and initial testing of two highly prospective targets.
  • Diamond core drilling commenced on October 27, 2021.
  • To date 360 meters have been completed in two drill holes.
  • A 13 hole, 3000-meter program Phase 1 drill program planned.

VANCOUVER, British Columbia, Nov. 03, 2021 (GLOBE NEWSWIRE) — Ranchero Gold Corp. (formerly, Melior Resources Inc.) (TSXV:RNCH) (the “Company”) is pleased to provide an update of its current drill program at its 100%-owned Santa Daniela project located in Sonora, Mexico. The Santa Daniela project consists of a large 22,000-hectare concession that located in the heart of the Sierra Madre Occidental (SMO) gold belt situated in close proximity to a number of currently operating gold mines.

Diamond drilling is underway. The drill rig arrived on site on October 25 and commenced drilling on October 27. To date, 360 meters of diamond core drilling has been completed in two drill holes.

The Sierra Madre Occidental Gold Belt

Over the last 20 years, a significant new gold belt has emerged in the SMO. While there has historically been small-scale gold production, it is only in the past 15 years that large-scale mining has begun. The region is dominated by Alamos Gold’s Mulatos mining complex and Agnico Eagle’s La India and Pinos Altos mining complexes. These three mines produced approximately 390,000 ounces gold and 2.3 million ounces of silver in 2020. Combined proven and probable gold reserves are 2.5 million ounces. (Source: Alamos Gold and Agnico Eagle Websites) The Santa Daniela concessions are directly adjacent to the Mulatos mine complex (Figure 1).

The SMO is a regionally extensive Tertiary volcanic field, comprised of two distinct volcanic sequences, an older andesitic and dacitic series, and a younger, pyroclastic dominated rhyolitic series. The Upper Series overlies the Lower Series with erosional disconformity and comprises a sequence dominated by stratified volcanic ash beds. Most significant metal occurrences, including Ranchero’s prospects in the SMO, are hosted by rocks of the Lower Series.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/8c514bce-53e8-46ea-9ac9-3386582bec34

The Maíz Azul Prospect

The most advanced project in the Santa Daniela concessions is the Maíz Azul prospect. It lies approximately 3.5 km southeast of Alamos Gold’s San Carlos and El Victor deposits – part of the Mulatos gold complex. It is contained within the Lower Series volcanic rocks which also host gold mineralization at Mulatos. Historic drilling encountered gold mineralization in multiple drill holes including 37.0 meters averaging 1.56 g Au/t (DDH MA-18-03).

Field work conducted by Ranchero in 2020 consisted of mapping, geochemical sampling and alteration studies. As a result, Ranchero geologists have identified three primary targets for drill testing known as La Colmena, La Cascada and X-Structure. These targets have been defined by three principal factors: (i) structural trends (veins/veinlets, faults); (ii) geochemical sampling and (iii) alteration mapping. These factors appear to define a classic low-sulfidation, epithermal, precious-metal system.

The primary structural trend is west-northwest and the three targets, parallel to each other, follow this orientation (Figure 2). A secondary northeast trend is also prominent and may have an important control on mineralization.

Geochemical sampling has encountered numerous samples containing gold at surface (particularly the La Colmena and La Cascada targets).  Independent samples of outcrop exposures of the La Colmena zone returned values between 0.22 to 6.27 g Au/t.

Alteration mapping (Figure 3) with the aid of spectral analysis shows concentric halos typical of a low-sulphidation gold deposit. This is characterized by an inner core of silica/clay surrounded by a halo of propylitic alteration (chlorite-epidote-calcite). Outlying this alteration are remnants of argillic alteration characterized by the presence of illite/smectite clays and destruction of rock textures.

The current drill program is planned to test the three targets. Thirteen diamond drill holes will be completed as shown in Figure 2. The program is designed first, to confirm and expand upon the historical drilling at La Colmena. The program will also provide an initial test of the La Cascada zone which has the largest surface expression of the three targets. Finally, one drill hole will provide an initial test of the X Structure.

The Maíz Azul prospect covers just a small portion of the Company’s 22,000-hectare concession block. Reconnaissance efforts have yielded additional targets for further field investigations.

Corporate Update

Ranchero announces that it has engaged the Independent Trading Group (“ITG”) to provide market-making services. ITG is a member of IIROC, CIPF, the Toronto Stock Exchange and Canadian Securities Exchange, and is based out of Toronto, Ontario.

Ranchero entered a market making services agreement with ITG pursuant to which Ranchero engaged ITG to provide market-making services with the objective of maintaining a reasonable market and improving the liquidity of Ranchero’s common shares. Ranchero retained ITG for an initial term of three months, with automatic renewal of one-month terms thereafter until terminated by either party with 30 days’ notice. In consideration for the services, Ranchero will pay ITG C$10,000 per month, plus applicable taxes, during the term of the agreement. ITG will not receive any securities of Ranchero as compensation.

ITG is an arm’s length party to Ranchero. ITG does not currently have any interest in Ranchero or the securities of Ranchero, but ITG may acquire securities of Ranchero in connection with the market-making services. The funds to be used for the market-making services will be provided by

Photos accompanying this announcement are available at

https://www.globenewswire.com/NewsRoom/AttachmentNg/1686eeae-e6bc-4644-b9fa-1ce924d62c82

https://www.globenewswire.com/NewsRoom/AttachmentNg/0f0bc3c9-2355-4f20-b4ed-45e0d9bb728f

ITG in accordance with the policies of the TSX Venture Exchange (“TSXV”) and applicable securities laws. The engagement of ITG is subject to the approval of the TSXV.

Qualified Person

Scientific and technical information in this news release has been reviewed and approved by William Pincus, CPG, who is a “qualified person” as defined by NI 43-101.

About Ranchero Gold

Ranchero Gold is a gold exploration and development company currently focused on its 100%-owned Santa Daniela project located in Sonora, Mexico. The Santa Daniela project consist of a large land package of 22,000 hectares within Mexico’s Sierra Madre Occidental – a newly emerging gold-belt. Maíz Azul is the Company’s most advanced prospect. Drilling is currently on-going.

On behalf of the board of directors of the Company:

William Pincus
President, Chief Executive Officer and Director

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 release.

Cautionary Note Regarding Forward Looking Statements

This news release contains certain forward-looking statements. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate” “plans”, “estimates” or “intends” or stating that certain actions, events or results “ may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and may be “forward-looking statements”. Forward-looking statements contained in this news release include, but are not limited to, the final acceptance of the TSXV to the Transaction.

Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to materially differ from those reflected in the forward-looking statements. These risks and uncertainties include but are not limited to: risks related to regulatory approval, including the approval of the TSXV. There can be no assurance that forward-looking statement will prove to be accurate, and actual results and future events could differ materially from those anticipate in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.

For further information, please contact:
William Pincus
President, Chief Executive Officer and Director
+1 303 589 3734







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