(TheNewswire)
Kelowna, BritishColumbia - TheNewswire - September 26, 2023 - SouthAtlantic Gold Inc. (TSX-V:SAO) (“ South Atlantic” or the “ Company” ) announces theclosing of the previously announced property option agreement datedNovember 4, 2022 and subsequent first and second amendments datedJanuary 4, 2023 and March 3, 2023 (collectively the “ Option Agreement ”)with Quetzal Copper Limited (“ Quetzal Copper ”) to divest the Company’s 100%interest in the Big Kidd Project.
Quetzal Copper has completed the Qualifying Financingand paid the remaining balance of the Commitment Amount ofCDN$130,000.
Quetzal Copper is new copper exploration companyfocused in British Columbia and Mexico with a portfolio of drill readyprojects. It is currently completing an amalgamation with TSXVenture listed Ankh Capital Inc. (TSX-V: ANKH).
The remaining terms of the Optioninclude:
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CDN$200,000 per year on or before the 1st, 2nd, 3rd and 4th anniversary commencing January 4, 2024;
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At the 5-year anniversary of the signing, QuetzalCopper will make a cash payment of CDN$350,000 or if Quetzal Copper ispublicly listed on a recognized stock exchange in North America it mayelect to issue common shares with a market value of CDN$350,000 toSouth Atlantic;
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Further Milestone payments
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Following the completion of 40,000 meters of drillingat Big Kidd, Quetzal Copper will make a payment of CDN$300,000 in cashor shares, at its election (if listed on a recognized stock exchangein North America);
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Following the filing of a Pre-Feasibility Study on BigKidd, Quetzal Copper will make a cash payment of CDN$1,200,000 in cashor shares, at its election (if listed on a recognized stock exchangein North America);
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Following the filing of a Feasibility Study on BigKidd, Quetzal Copper will make a payment of CDN$2,000,000 (if listedon a recognized stock exchange in North America);
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Net Smelter Royalty
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South Atlantic Gold will retain a net smelter royaltyof 2% over asset, of which 1% may be bought back by Quetzal Copper forCDN$2 million. In the event that there is a third party offer for such1% royalty, Quetzal Copper will retain a right of first refusal topurchase the royalty on terms no less favorable than the third partyoffer to South Atlantic. The remaining 1% royalty will be at SouthAtlantic’s discretion.
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About South Atlantic Gold
South Atlantic Gold is an exploration company engagedin acquiring and advancing mineral properties located in the Americas.Our flagship asset is the 100%-owned Pedra Branca project, located 280km southwest of Fortaleza, Ceará State, Brazil. South Atlantic Goldis focused on creating value for its shareholders by engaging in thedevelopment and acquisition of high-quality mineral assets located instable and mining-friendly jurisdictions. South Atlantic Gold is basedin Kelowna, British Columbia, and is listed on the TSX-V under thesymbol “SAO”.
ON BEHALF OF THE BOARD
Douglas Meirelles, President and CEO
For more information regarding thisnews release, please contact:
Douglas Meirelles, President and CEO
T: 250-762-5777
Email: ir@southatlanticgold.com
Cautionary NoteRegarding Forward-Looking Information
This news release containsstatements that constitute "forward-lookingInformation", as suchterm is used in applicable Canadian securities laws . Such forward-looking informationinvolves known and unknown risks, uncertainties and other factors thatmay cause the Company’s actual results, performance or achievements,or developments in the industry to differ materially from theanticipated results, performance or achievements expressed or impliedby such forward-looking information. Forward-looking informationincludes statements that are not historical facts and are generally,but not always, identified by the words "expects,""plans," "anticipates," "believes,""intends," "estimates," "projects,""potential" and similar expressions, or that events orconditions "will," "would," "may,""could" or "should" occur.
Although the Company believes theforward-looking information contained in this news release isreasonable based on information available on the date hereof, by itsnature forward-looking information involves assumptions and known andunknown risks, uncertainties and other factors which may cause ouractual results, level of activity, performance or achievements, orother future events, to be materially different from any futureresults, performance or achievements expressed or implied by suchforward-looking information. There can be no assurance that the Fundamental Acquisition will becompleted as proposed or at all.
Examples of such assumptions, risksand uncertainties include, without limitation, assumptions, risks anduncertainties associated with general economic conditions; adverseindustry events; the receipt of required regulatory approvals and thetiming of such approvals; that the Company maintains goodrelationships with the communities in which it operates or proposes tooperate, future legislative and regulatory developments in the miningsector; the Company’s ability to access sufficient capital frominternal and external sources, and/or inability to access sufficientcapital on favorable terms; mining industry and markets in Canada andgenerally; the ability of the Company to implement its businessstrategies; competition; therisk that any of the assumptions prove not to be valid or reliable,which could result in delays, or cessation in planned work, risksassociated with the interpretation of data, the geology, grade andcontinuity of mineral deposits, the possibility that results will notbe consistent with the Company’s expectations, as well as otherassumptions risks and uncertainties applicable to mineral explorationand development activities and to the Company, including as set forthin the Company’s public disclosure documents filed on the SEDARwebsite at www.sedarplus.ca
THEFORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTSTHE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS NEWS RELEASEAND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULDNOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULDNOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANYMAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANYPARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLELAWS.
Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release .
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