Mining Stock News: Getchell
Gold Corp. (CSE: $GTCH.CN) (OTCQB: $GGLDF) (FWB: GGA1) Announces Executing the
Final Earn-In Option Cash Payment and Share Issuance to Acquire 100% of the
Fondaway Canyon Gold Project, NV and Closing of the First Tranche of the
Debenture and Equity Financings; @getchell_gold
THIS NEWS RELEASE IS NOT FOR
DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED
STATES
VANCOUVER, BC - January 3, 2024
(Investorideas.com Newswire) Getchell Gold Corp. (CSE: GTCH) (OTCQB: GGLDF) (FWB: GGA1) ("Getchell"
or the "Company") is pleased to announce that the Company has
delivered the final US$1.6 million earn-in option cash payment and US$1 million
share issuance to acquire a 100% interest in the Fondaway Canyon and Dixie
Comstock gold properties (the "Properties") located in Nevada.
Read this news featuring GTCH.C in full
at https://www.investorideas.com/CO/GTCH/news/2024/01031Fondaway-Canyon-Gold.asp
"The
100% acquisition of the Fondaway Canyon gold project is a major milestone event
for the Company." Bill Wagener, Chairman and CEO, commented. "The
Fondaway Canyon project has been an eye opener from day one with every drill
hole, over three drill campaigns in the Central area, contributing to a
doubling of an already sizable historic resource. The closing of this
acquisition serves as an immediate injection of significant value into the
Company, and considering that the gold mineralization remains open in most
directions, adds an indeterminate amount of future potential value waiting to
be discovered."
Under the terms of the option
agreement (the "Option Agreement") with Canagold Resources Ltd.
("Canagold") executed on January 3, 2020, the Company had the option
to acquire 100% of the Properties by paying Canagold a total of US$2 million in
cash and US$2 million in the Company's shares staged over 4 years. The Company
also has to make work commitments totaling US$1.45 million over the four years,
which have been fully satisfied, and grant a 2.0% net smelter return royalty
("NSR Royalty") on each of the Properties to the Option or on the
exercise of the Option.
In the preceding three anniversary
payments, the Company has paid a total of US$400,000 in cash and issued US$1
million in the Company's shares.
The Company has delivered to Canagold
a US$1.6 million cash payment, issued 10,167,000 shares, and granted a 2.0% NSR
Royalty to Canagold which satisfies the earn-in requirements, and the Company
now owns 100% of the Properties. The Company has the option to repurchase half
of the NSR Royalty (i.e., a 1% net smelter royalty) on each of the Fondaway
Canyon property or the Dixie Comstock property for US$1 million.
Fondaway Canyon Gold Project
Getchell Gold Corp. is delineating a
potential Tier-1 gold resource at its flagship Fondaway Canyon gold project in
Nevada, USA.
Following three consecutive
successful drilling programs, the Company has effectively doubled the size of
the historic resource, firmly placing Fondaway Canyon amongst the foremost
developing projects in a world class mining jurisdiction. The Company recently
published its first Mineral Resource Estimate ("MRE") at Fondaway
Canyon, as disclosed in the Company's news release dated February 1, 2023:
- Gold mineralization is at and near surface
supporting an Open Pit mine model;
- Inferred Mineral Resource of 38.3 million
tonnes at an average grade of 1.23 g/t Au for 1,509,100 ounces of gold;
- Indicated Mineral Resource of 11.0 million
tonnes at an average grade of 1.56 g/t Au for an additional 550,800 ounces
of gold;
- Strong gold mineralization in the most
peripheral drill holes leaves the mineral resources open in most
directions for further expansion and indicates a substantially larger body
of mineralization than delineated to date (Company news release dated
August 9, 2023); and
- Fully permitted drill program designed to
expand the mineral resources and upgrade Inferred Resources to Indicated.
Getchell Gold Corp. is now in a
position to continue expanding the Mineral Resource Estimate and preparing a
Preliminary Economic Assessment.
Notes on the Mineral Resource
Estimate:
- Mineral Resources are not Mineral Reserves and
have not demonstrated economic viability. There has been insufficient
exploration to define the Inferred Resource as Indicated or Measured
Mineral Resources, however, it is reasonable to expect that the majority
of the Inferred Mineral Resource could be upgraded to Indicated Mineral
Resources with continued exploration. There is no guarantee that any part
of the mineral resources discussed herein will be converted into a mineral
reserve in the future. The estimate of Mineral Resources may be materially
affected by environmental, permitting, legal, marketing, or other relevant
issues. The Mineral Resources in this report were estimated using the
Canadian Institute of Mining, Metallurgy and Petroleum ("CIM")
standards on mineral resources and reserves, definitions, and guidelines
prepared by the CIM standing committee on reserve definitions and adopted
by the CIM council (CIM 2014 and 2019).
- The effective date of the Mineral Resource
Estimate is December 12, 2022, and a technical report on the Fondaway
Canyon project titled "Technical Report Mineral Resource Estimate
Fondaway Canyon Project, Nevada, USA" was filed by the Company on
SEDAR+ on February 1, 2023.
- The independent and qualified person for the
MRE, as defined by National Instrument 43-101, is Michael Dufresne,
P.Geo., from APEX Geoscience Ltd.
Scott Frostad, P.Geo., is the Qualified
Person (as defined in National Instrument 43-101) who has reviewed and approved
the scientific and technical information in this news release.
Closing of First Tranche of Equity
and Debenture Financings
The Company has closed the first tranches of both its
previously announced debenture financing (the "Debenture Financing")
and non-brokered private placement of units (the "Unit Financing"). In
the first tranche of the Debenture Financing, the Company closed on $1,917,420
aggregate principal amount of non-convertible debentures. As part of the
Debenture Financing, the Company issued 19,174,200 warrants (each a
"Debenture Warrant"). Each Debenture Warrant entitles the holder to
purchase a common share of the Company at $0.10 per share until December 29,
2026. Fifty percent (50%) of the Debenture Warrants vested on closing and the
remaining 50% will vest and be exercisable on February 28, 2025.
In the first tranche of the Unit
Financing, the Company issued 4,500,000 units (the "Units") for gross
proceeds of $450,000, with each Unit comprised of one common share and one
common share purchase warrant (a "Unit Warrant"). Each Unit Warrant
entitles the holder to acquire an additional common share at a price of $0.15
per common share until December 29, 2025.
In connection with the Unit Financing
and Debenture Financing, the Company paid finder's fees in the amount of
$28,400, issued 1,410,000 finder's shares, and granted 1,564,000 finder's
warrants ("Finder's Warrants"). Each Finder's Warrant entitles the
holder to acquire one additional common share of the Company at a price of
$0.15 per common share until December 29, 2025.
Getchell used the proceeds of the
Debenture Financing to pay the final US$1.6 million cash payment to Canagold in
order to acquire the Properties. The balance of the Debenture Financing
proceeds and the proceeds from the Unit Financing will be used to conduct
further exploration work on the Properties and for general working capital.
The securities issued in connection
with the Canagold final share issuance, the Unit Financing, and Debenture
Financing are subject to a statutory hold period of four months from the date
of issuance, expiring April 30, 2024, in accordance with applicable securities
laws.
Two directors of the Company
participated in the Unit Financing in the amount of $35,000, and one of the
directors also participated in the Debenture Financing in the amount of
$20,000. The transaction with the directors, who are insiders of the Company,
constitutes a "related party transaction" as defined under
Multilateral Instrument 61-101 Protection of Minority Security Holders
in Special Transactions ("MI 61-101"). The Company is
relying on the exemptions under section 5.5(a) and section 5.7(1)(a) from the
formal valuation and minority shareholder approval requirements of MI 61-101,
as the fair market value of the Units and Debentures issued to the related
parties and the consideration paid by the related parties under the Unit
Financing and Debenture Financing does not exceed 25% of the Company's market
capitalization, as determined in accordance with MI 61-101. The Company did not
file a material change report in respect of the related party transactions at
least 21 days before the closing of the first tranche of the Unit Financing and
Debenture Financing, as the details of the participation by related parties of
the Company were not settled until shortly prior to closing of the first
tranche of the Unit Financing and Debenture Financing.
The securities offered have not been
and will not be registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent registration
or applicable exemption from the registration requirements.
Annual General Meeting
The Annual General Meeting was held
on December 22, 2023, wherein all resolutions presented by management were
approved by a majority of the shareholder votes received.
About Getchell Gold Corp.
The Company is a Nevada focused gold
and copper exploration company trading on the CSE: GTCH, OTCQB: GGLDF, and FWB:
GGA1. Getchell Gold is primarily directing its efforts on its most advanced
stage asset, Fondaway Canyon, a past gold producer with a large mineral
resource estimate. Complementing Getchell's asset portfolio is Dixie Comstock,
a past gold producer with a historic resource and two earlier stage exploration
projects, Star (Cu-Au-Ag) and Hot Springs Peak (Au). Getchell has the option to
acquire 100% of the Fondaway Canyon and Dixie Comstock properties, Churchill
County, Nevada.
For further information please visit
the Company's website at www.getchellgold.com or contact the Company at info@getchellgold.com.
The Canadian Securities Exchange has not
reviewed this press release and does not accept responsibility for the adequacy
or accuracy of this news release.
Certain information contained herein
constitutes "forward-looking information" under Canadian securities
legislation. Forward-looking information includes, but is not limited to,
statements with respect to the launching and completion of the Debenture Financing
and Financing, the terms of the Debenture Financing and Financing, the issuance
and vesting of Warrants, payment of finder's fees in connection with the
Debenture Financing and Financing, receipt of all applicable regulatory
approval of the Debenture Financing and Financing, the use of proceeds, and
timing for the amended proxy materials for the Annual General and Special
Meeting. Generally, forward-looking information can be identified by the use of
forward-looking terminology such as "will" or variations of such
words and phrases or statements that certain actions, events or results
"will" occur. Forward-looking statements are based on the opinions
and estimates of management as of the date such statements are made and they
are subject to known and unknown risks, uncertainties and other factors that
may cause the actual results to be materially different from those expressed or
implied by such forward-looking statements or forward-looking information.
Although management of Getchell have attempted to identify important factors
that could cause actual results to differ materially from those contained in
forward-looking statements or 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 statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated
in such statements. Accordingly, readers should not place undue reliance on
forward-looking statements and forward-looking information. The Company will
not update any forward-looking statements or forward-looking information that
are incorporated by reference herein, except as required by applicable
securities laws.
SOURCE Getchell Gold Corp.
Getchell
Gold (CSE:GTCH.CN;OTCQB:GGLDF)
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