(TheNewswire)
-VR to retain existing royaltypurchase rights.
-VR to direct funds to drilling NewBoston porphyry copper project, Nevada.
NR-24-03
March 11, 2024 – TheNewswire - Vancouver, B.C.: VRResources Ltd . (TSX.V:VRR, FSE: 5VR ; OTCBB: VRRCF ), the " Company ", or“ VR ” , has entered into a binding,Definitive Agreement (the “ Agreement” ) to sell its Hecla-Kilmer REEmineral property (“H-K”) located in Ontario in a transactionvalued at $3.6 M in cash and shares, which will provide non-dilutivefunding for a drill program planned for this spring on its New Bostoncopper-moly-silver porphyry system in Nevada.
The binding terms of the Definitive Agreement include:
-
Sale of a 100% interest in H-K (“the Acquisition”)to Neotech Metals Corp. (“Neotech”: C.NTMC), pursuant to abinding, Definitive Agreement dated March 8 th , 2024
-
A cash consideration from Neotech of $1,000,000 , of which$600,000 is paid on March 28 th , and the $400,000 balance paid no laterthan April 26 th (“the Closing”);
-
Issuance of 4,00 0,000 commonshares in the capital of NeoTech, to be releasedper the terms of a 30 month escrow agreement, which includes releaseof 500,000 shares on Closing;
-
VR retains its existing right to purchase, at any time,a 1.5% NSR from the original property vendors;
-
VR has the right to nominate one person to the Board ofDirectors or Advisory Committee of NeoTech;
-
Closing is subject to acceptance by the TSX VentureExchange and Canadian Securities Exchange.
From VR’s CEO, Dr. MichaelGunning , “ I am excited to see Hecla Kilmer land inthe hands of a dedicated rare earth element company, and furtherexpand its diversified REE project portfolio which spans Canada andthe western United States. North America’s production of the highvalue, heavy PMREOs is currently zero as the Green Economy transitiongets underway, and Hecla-Kilmer has the potential to changethat.
We remain committed to advisingNeotech as appropriate on the near-term work that we have previouslyoutlined to advance Hecla-Kilmer through metallurgy and resourceevaluation studies. Beyond H-K, and as a major shareholder inNeotech, we hope to be able to contribute our accumulated expertise inthe REE space towards furthering the growth of their diversified REEstrategy.
We will retain an interest in H-Kfor our shareholders through our existing royalty buy-down agreement.Further, we retain all of our existing claims away from the H-Kproperty, thus preserving our KSZ regional exploration strategy.
Most importantly for VR, though; thefunds from this transaction will be allocated directly into the groundon the copper-moly-silver porphyry system on our New Boston property. More specifically, on the heels of this announcement, and with nodilution to our shareholders, we intend to activate plans for a maidendrill program at New Boston this spring, focused on new DCIPgeophysical targets for copper in the heart of the large footprint andpolymetallic Cu-Mo-Ag porphyry system exposed at surface over a 4 kmstrike.”
From NeoTech’s CEO, ReaganGlacier , “The acquisition of Hecla-Kilmer is highly strategic to Neotech,as it solidifies the Company’s position in the REE and CriticalMetals sector, adding both a significant, high-quality REE discoverywith demonstrated potential, and a large, prospective land packagewith significant upside potential. Neotech is advancing a multitrackagenda of aggressive exploration and strategic REE districtconsolidation, and this transaction represents an important step inour path forward.””
* The value of the announcedtransaction is based on the closing market price of Neotech commonshares on March 08, 2024; there are no assurances that VR will be ableto realize this sum through the sale of Neotech common shares in thefuture.
Technical Information
Technical information for this news release has beenprepared in accordance with the Canadian regulatory requirements setout in National Instrument 43-101. Justin Daley, P.Geo., PrincipalGeologist at VR and a non-independent Qualified Person oversees and/orparticipates in all aspects of the Company’s mineral exploration projects, and the content of this news releasehas been reviewed on behalf of the Company by the CEO, Dr. MichaelGunning, P.Geo., a non-independent Qualified Person.
About the Hecla-KilmerProperty
The Hecla-Kilmer complex is located 23 km northwest of the Ontario hydro-electric facility atOtter Rapids, the Ontario Northland Railway, and the northern terminusof Highway 634 which links the region to the towns of Cochrane andKapuskasing to the south, itself located on the northern Trans-CanadaHighway .
The H-K property is large . Itconsists of 10 multi-cell mineral claims in one contiguous blockapproximately 6 x 7 km in size and covering 4,617 hectares. The property is owned 100% by VR. There are nounderlying, annual lease payments on the property, nor are there anyjoint venture or back-in interests. Hecla-Kilmer is located on provincial crown land, withmineral rights administered by the Ontario Ministry of NorthernDevelopment, Mines, Natural Resources and Forestry (“MNDM”). Thereare no annual payments, but the MNDM requires certain annualexploration expenditures and reporting. The property falls within thetraditional territories of the Moose Cree and Taykwa Tagamou FirstNations.
About VR Resources
VR is an established junior exploration company basedin Vancouver (TSX.V: VRR; Frankfurt: 5VR; OTCQB: VRRCF). VR evaluates,explores and advances large-scale, blue-sky opportunities in copper,gold and critical metals in Nevada, USA, and Ontario, Canada. TheCompany has also made Canada’s newest diamond discovery in northernOntario, and controls a new field of kimberlite targets around it. VRapplies modern exploration technologies and leverages in-houseexperience and expertise in greenfields exploration to large-footprintmineral systems in underexplored areas/districts. The foundation of VRis the proven track record of its Board in early-stage exploration,discovery and M&A. The Company is well-financed for its mineralexploration and corporate obligations. VR owns its properties outrightand evaluates new opportunities on an ongoing basis, whether bystaking or acquisition.
ON BEHALF OF THE BOARD OF DIRECTORS :
“Michael H. Gunning”
_____________________________
Dr. Michael H. Gunning, PhD, PGeo
President & CEO
For general information please use the following:
Website: www.vrr.ca
Email: info@vrr.ca
Phone: 778-731-9292
Forward Looking Statements
This press release containsforward-looking statements. Forward-looking statements are typicallyidentified by words such as: believe, expect, anticipate, intend,estimate, and similar expressions or are those which, by their nature,refer to future events. Forward-looking statements in this releaseinclude but are not limited to: the value of Neotech common shares;the potential of the New Boston property to host significant coppermineralization; the plans of Neotech for advancing the H-K property;the assumption that TSX Venture Exchange and Canadian Securities Exchange approval will bereceived and that the Acquisition will complete as described, and; theassumption that TSX Venture Exchange and Canadian Securities Exchangeapprovals will be received and that the Acquisition will complete asdescribed.
Although the Company believes thatthe use of such statements is reasonable, there can be no assurancethat such statements will prove to be accurate, and actual results andfuture events could differ materially from those anticipated in suchstatements. The Company cautions investors that any forward-lookingstatements by the Company are not guarantees of future performance,and that actual results may differ materially from those inforward-looking statements. Trading in the securities of the Companyshould be considered highly speculative. All of the Company’s publicdisclosure filings are available at www.sedar.com ; readers are urged to review thesematerials.
Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in Policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this release.
Copyright (c) 2024 TheNewswire - All rights reserved.