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Freeport Resources Inc. — M&A Activity 2020
Jul 2, 2020
43888_rns_2020-07-02_086d688c-378c-48e1-af99-f7b5f40c97b2.PDF
M&A Activity
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NEWS RELEASE
July 2, 2020
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Freeport Signs Letter of Intent to Evaluate Star Mountains Gold Project
Vancouver, British Columbia – (July 2, 2020) – Freeport Resources Inc. (TSX-V: FRI) (“ Freeport ”, or the “ Company ”) is pleased to announce that it has signed a letter of intent (the “ Letter of Intent ”), dated effective July 1, 2020, with Quidum Resources Inc. (“ Quidum ”), pursuant to which the parties intend to evaluate a potential transaction involving the acquisition of all of the outstanding share capital of Quidum (the “ Proposed Transaction ”).
Quidum is an arms’-length, privately-held company which controls the right to acquire Highlands Pacific Resources Limited, a corporation established under the laws of Papua New Guinea and which owns a series of contiguous exploration licenses located in Papua New Guinea and which are together commonly known as the “Star Mountains Property”.
To facilitate the evaluation of the Proposed Transaction, Quidum has agreed to an exclusivity period through until August 31, 2020, during which time it will not pursue any alternative transactions. The Company will provide further information regarding its review of Quidum, the Star Mountains Property, and the Proposed Transaction, as that information becomes available.
Readers are cautioned that the Letter of Intent entered into with Quidum does not set forth the terms of the Proposed Transaction, nor have such terms been finalized. Completion of the Proposed Transaction is subject to a number of conditions, including, but not limited to, completion of due diligence, negotiation of definitive documentation, and the receipt of any required regulatory approvals. The Proposed Transaction cannot be completed until these conditions are satisfied and there can be no assurance that the Proposed Transaction will be completed at all.
Completion of the non-brokered private placement announced by the Company on June 26, 2020, is not contingent on completion of the Proposed Transaction. The Company intends to complete the placement as soon as possible, prior to completion of due diligence in respect of Quidum. In the event the Company elects to proceed with the Proposed Transaction, a portion of the proceeds from the placement may be utilized to satisfy the expenses associated with the transaction.
About the Star Mountains Property
The Star Mountains exploration tenements comprise four leases within the highly prospective New Guinea Orogenic Belt, approximately 25 kilometres from the premier mining operation of Ok Tedi. This belt is also home to several other significant mines including Grasberg, Porgera and Frieda River. At least US$50 million has been spent on exploration since Star Mountains was first discovered. In 2018 H&S Consultants Pty. Ltd. (“ H&SC ”) completed a maiden Mineral Resource Estimate for the Olgal deposit within the tenements. Using a 0.3% copper cut-off grade, the deposit is estimated to contain 210 million tonnes of Inferred Resource grading 0.4% copper and 0.4 g/t gold, for 2.9 million ounces of contained gold and 0.84 million tonnes (1.9 billion pounds) of contained copper. Using current prices for gold (US$1,767 per ounce of gold) and copper (US$5,885 per tonne of copper), this is equivalent to 5.7 million ounces of gold or 1.7 million tonnes (3.8 billion pounds) of copper. The logistics in the area are well-established and there remains significant potential for additional discoveries within the existing tenements.
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Web: www.freeportresources.com
The Mineral Resource has an effective date of February 20, 2018 and is presented in a geological report dated June 23, 2020. The Company is not treating these historical estimates as current and has not completed sufficient work to classify these historical estimates as current Mineral Resources. While the Company is not treating these historical estimates as current, it does believe the work conducted by H&SC is reliable and may be of assistance to readers.
About Freeport
Freeport is a Canadian junior exploration company with a diverse portfolio of properties -- the Red Rose Mine (a past producer of tungsten-gold-copper), Spanish Mountain Gold (adjacent to a proposed open-pit gold mine), and the Q (a large, well-known fluorspar deposit), all located in British Columbia. The Hutton Garnet Beaches in Labrador, eastern Canada, has a positive NI 43-101 Prefeasibility (2004), and a 5,000 tonne bulk sample released for environmental assessment. Please visit www.freeportresources.com or contact us for more information.
Simon Tear, P. Geo., and Arnold van der Heyden, MAIG, each Directors of H&SC, are qualified persons for the purposes of National Instrument 43-101. Messrs. Tear and van der Heyden have reviewed and approved the technical content in this news release.
On behalf of the Board,
Freeport Resources Inc.
Gord Friesen, Chief Executive Officer (236) 334-1660 or [email protected]
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.
This news release may contain certain “Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words “anticipate”, “believe”, “estimate”, “expect”, “target, “plan”, “forecast”, “may”, “schedule”, “intends” and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the intended evaluation of the Proposed Transaction and the Star Mountains Property, the completion of the private placement and other factors or information. Such statements represent the Company’s current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.
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