Vancouver, British Columbia–(Newsfile Corp. – February 28, 2020) – American Battery Metals Corp. (CSE: ABC) (the “Company” or “American Battery” or “we“) announces that as a result of a review by the British Columbia Securities Commission, we are issuing the following news release to clarify our disclosure in the news release dated February 27, 2020.
As previously announced, the Company has entered into a non-binding letter of intent dated February 26, 2020 (the “LOI“) to acquire (the “Proposed Transaction“) Fenix Gold Inc., a private Ontario company (“Fenix“).
Fenix Gold Inc. is a private Canadian company focused on acquiring gold projects with world class exploration potential in the most prolific gold producing regions of Colombia. Fenix’s flagship property, the Abriaqui project, is located 15 km west of Continental Gold’s Buritica project in Antioquia State at the northern end of the Mid-Cauca gold belt, a geological trend which has seen multiple large gold discoveries in the past 10 years including Buritica and Anglo Gold’s Nuevo Chaquiro and La Colosa. As documented in “NI 43-101 Technical Report on the Abriaqui project Antioquia State, Colombia” (December 5, 2019), the geological characteristics of Abriaqui and Buritica are very similar. The report also documents the high gold grade at Abriaqui with samples taken from 20 of the veins assaying greater than 20 g/t gold. Abriaqui has not yet been drilled but surface and underground geological mapping and sampling as well as a preliminary magnetometry survey have been completed. The property is drill-ready pending finalization of the government permitting process.
Fenix’s VP of Exploration, Stuart Moller, led the discovery team at Buritica for Continental Gold in 2007-2011. The Buritica Mine currently contains measured plus indicated resources of 5.32 million ounces of gold (16.02 Mt grading 10.32 g/t) plus a 6.02 million ounce inferred resource (21.87 Mt grading 8.56 g/t) for a total of 11.34 million ounces of gold resources. Buritica is scheduled to commence production in 2020 with annual average production of 250,000 ounces at an all-in sustaining cost of approximately US$600 per ounce. Resources, cost and production data are taken from Continental Gold’s “NI 43-101 Buritica Mineral Resource 2019-01, Antioquia, Colombia, 18 March, 2019”).
Continental Gold was recently the subject of a takeover by Zijin Mining in an all-cash transaction valued at C$1.4 billion.
Jeremy Poirier, President & CEO of American Battery Metals, commented, “We are very excited to acquire Fenix’s Abriaqui high-grade gold exploration project in Colombia. Not only does the Abriaqui property share many of the same characteristics of Continental’s Buritica project prior to its discovery, we are fortunate to have the head of exploration who was responsible for its discovery and delineation to a multi-million-ounce high-grade gold resource.”
Under the terms of the LOI, American Battery will issue 28,500,000 of its common shares to the shareholders of Fenix as consideration for all of the issued and outstanding shares of Fenix (the “Consideration Shares“). In addition, an aggregate of 3,846,785 outstanding warrants of Fenix will be replaced with common share purchase warrants of American Battery exercisable at a price of $0.20 until two years from the date of closing of the proposed transaction.
The Consideration Shares and the Finder’s Fee Shares will be subject to escrow and released as to 50% on the date that is four months following the closing of the Proposed Transaction (the “Initial Release Date“) and an additional 10% every 30 days following the Initial Release Date.
At this time, the Company and Fenix are proceeding with their respective due diligence reviews with a view towards negotiation and execution of a definitive transaction agreement. Further details will be provided upon successful completion of the due diligence period and the signing of a definitive agreement.
In addition, American Battery Metals Corp. announces the termination of the proposed transaction with Bayshore Minerals Inc. previously announced on January 15th, 2020. Mr. Kevin Smith also resigned from the Board of Directors.
About American Battery Metals Corp.
American Battery Metals Corp. is a junior mineral exploration company engaged in the business of acquiring, exploring and evaluating natural resource properties. The Company has an option to acquire a 50% interest in the Fish Lake property located in Esmeralda County in the state of Nevada, USA.
Chief Executive Officer, President and Director