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Thunder Gold Corp. — Management Reports 2020
Aug 29, 2020
43660_rns_2020-08-28_fe1b1e9f-5c22-4dec-ab44-293e737abd49.pdf
Management Reports
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WHITE METAL RESOURCES CORP. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
For the year ended April 30, 2020
August 28, 2020
General
This Management Discussion and Analysis (“MD&A”) is dated August 28, 2020 and is in respect of the year ended April 30, 2020. The following discussion of the financial condition and results of operations of White Metal Resources Corp. (the “Company”) constitutes management’s review of the factors that affected the Company’s financial and operating performance for the year ended April 30, 2020.
The discussion should be read in conjunction with the audited annual consolidated financial statements for the year ended April 30, 2020, including the notes thereto. The Company’s audited annual consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). Unless otherwise stated, all amounts discussed herein are denominated in Canadian dollars which is the Company’s functional and reporting currency.
Additional information relating to the Company is available on the SEDAR website at www.sedar.com.
Going Concern
The consolidated financial statements of the Company for the year ended April 30, 2020 have been prepared in accordance with International Financial Reporting Standards on the basis applicable to a going concern. The appropriateness of using the going concern basis is dependent upon, among other things, future profitable operations, and the ability of the Company to raise additional capital. Specifically, the recovery of the Company’s investment in mineral properties and exploration expenditures is dependent upon the discovery of economically recoverable reserves, the ability of the Company to obtain necessary financing to develop its properties and establish future profitable production from the properties, or from the proceeds of their disposition.
The Company is a development stage Company and has not earned any significant revenue to date. The Company has not yet determined whether its resource properties contain ore reserves that are economically recoverable.
Overview of the Company
The Company is engaged in the acquisition, exploration and if warranted, development of mining properties in Canada. The Company currently holds interests in resource properties, located in Ontario and Newfoundland & Labrador in Canada, as well as Namibia in Africa and intends to seek out and acquire additional properties, worthy of exploration and development, as finances permit. The exploration and development of the properties is accomplished either through direct expenditure by the Company or joint venturing of the property to another company (see Note 1 in the Notes to the Consolidated Financial Statements). The Company’s common shares are listed on the TSX Venture Exchange under the trading symbol “WHM”.
Impact of Covid-19
During the year ended April 30, 2020, the COVID-19 pandemic intensified not only in Canada but around the globe. The health and economic effects of this pandemic have been catastrophic. While the Company is a development stage enterprise and is not reliant on revenue streams to fund operations, the effects of the pandemic will no doubt
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impact the Company’s operations moving forward as the world’s health authorities and governments navigate through these unprecedented times. Below is a discussion on key areas the Company has been impacted and how it intends to manage both the short and long-term challenges presented.
Health and Safety of Employees
The health and safety of the Company’s employees, consultants and subcontractors is paramount. As such the Company, through the advice of Canadian health authorizes, adopted a work-from-home policy for all employees in order to adhere to social distancing recommendations and keep employees healthy. The Company will continue to follow these recommendations until such time as authorities update employers on next steps. In addition, the Company has suspended field activities temporarily in some cases and modified field work substantially in others in order to comply with recommendations. As restrictions are lifted, the Company will re-evaluate its own policies on office re-opening and field activities in order to ensure continued health and safety of employees and the communities within which they operate.
Business and Supply Chain Interruption
The Company relies heavily on contracted services to complete certain field exploration activities such as diamond drilling. The companies that provide these services have also been significantly impacted by the COVID-19 crisis in the form of operational shutdowns. These companies operate crews that are often in close proximity to each other, which presents health risks to these individuals. In addition, the Company’s employees are often in close contact with these service providers as work is carried out compounding the risks. There are no alternatives to these services and therefore the risk does exist that the Company will not be able to conduct certain exploration initiatives for the foreseeable future. The Company will, however, endeavour to work closely with these service providers on safety protocols and distancing policies as restrictions are lifted to ensure the continued health and well-being of all personnel and to ensure that exploration related goals can be achieved safely. In the meantime, the Company will continue to compile information related to its projects and prepare plans in order to move forward in the field once it is feasible to do so.
Government Relief Measures
The government of Canada has introduced several relief measures aimed at fiscal easing for both employers and employees alike. Many of the business-related relief measures were designed for companies that have suffered catastrophic declines in revenues from operations. As the Company does not have revenue from operations, many of these measures do not apply but the Company continues to monitor these programs and will pursue relief if practical and beneficial to do so.
Capital Management
While the Company does not presently rely on revenues from operations given it is a development stage enterprise, it does rely solely on capital raised on the public equity markets in order to fund operations. The COVID-19 pandemic has created drastic volatility on the equity markets and as such will have a foreseeable negative impact on capital raising initiatives moving forward as economic growth projections have contracted significantly. While the Company feels it can effectively manage its capital in the short term, there is no guarantee that future fundraising attempts will be successful. In this case, the Company would look to alternative sources of capital such as disposition or option of non-core exploration assets to reduce exposure and preserve capital or through disposition of equity holdings at opportune times to replenish cash reserves.
Commodity Prices
The COVID-19 pandemic has sharply contracted world demand of many commodities and as a result prices for these commodities have declined significantly. While the Company does not currently operate any producing mines, this commodity price volatility still impacts the valuations of exploration companies. It can hamper investor
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interest in capital raising scenarios if the underlying commodities of interest in the property portfolio of the Company are out of favour.
Financial and Operational Performance
Financial Condition
The Company’s combined cash and restricted cash balance as at April 30, 2020 was $374,683 compared to $351,136 as at April 30, 2019, an increase related to the $700,000 in gross proceeds raised in two private placements that were completed during the current year as well as the DorWit project option due diligence payment of $100,000 received during the current year, net of exploration and evaluation and general and administrative expenses incurred.
Current assets of the Company as at April 30, 2020 were $556,522 compared to $407,293 as at April 30, 2019, an increase related to the abovementioned private placements.
Total assets as at April 30, 2020 were $1,474,782 compared to $665,706 as at April 30, 2019, an increase related to the acquisition of the DorWit and Okohongo copper-silver projects in Namibia and associated private placements completed during the current year.
Current liabilities as at April 30, 2020 were $28,036 compared to $96,787 at April 30, 2019 a change related to the timing of expenditures at or around the period end.
Shareholders’ equity increased to $1,446,746 from $568,919 during the year ended April 30, 2020 as a result of the $700,000 in gross proceeds raised in two private placements during the year as well as the 11.5 million Company common shares issued and valued at $460,000 ($0.04/share) to acquire the DorWit and Okohongo projects in Namibia in the current year.
Results of Operations
Total operating costs and expenses for the year ended April 30, 2020 were $359,876 (April 30, 2019 – $220,740), a substantial increase related to due diligence and compliance related costs that impacted consulting fees and legal and accounting fees associated with the acquisition of DorWit and Okohongo projects in Namibia that occurred in the current period.
Expenses incurred during the year ended April 30, 2020 and 2019 consist of:
| April 30, 2020 | April 30, 2019 | |
|---|---|---|
| $ | $ | |
| Advertising and promotion | 14,254 | 14,254 |
| Bank charges and interest | 5,011 | 5,011 |
| Consulting | 85,889 | 85,889 |
| General exploration | 889 | 889 |
| Insurance | 10,788 | 10,788 |
| Legal and accounting | 91,633 | 91,633 |
| Share-based payments | 70,611 | 70,611 |
| Salaries and benefits | 43,557 | 43,557 |
| Office and miscellaneous | 16,012 | 16,012 |
| Trust and filing fees | 21,232 | 21,232 |
The cumulative deficit from inception of the Company is $2,580,771 (April 30, 2018- $2,186,913).
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Cash flows
Cash of $278,091 was used in operating activities during the year ended April 30, 2020 (April 30, 2019 - $181,506), the change related predominantly to the increased general and administrative expense incurred in the current year versus the prior year.
Cash of $378,132 was used in investing activities (April 30, 2019 - $345,041) during the year ended April 30, 2020, an increase related to the increased exploration and evaluation expenditures incurred during the current year.
Cash provided from financing activities was $679,770 for the year ended April 30, 2020 (April 30, 2019 – $484,670) as a result of two private placements completed during current year for gross proceeds of $700,000.
During the year ended April 30, 2020, 12 million shares were issued valued at $485,000 pursuant to the acquisition of the DorWit (7 million shares) and Okohongo (4.5 million shares) projects in Namibia and 500,000 shares issued to Sokoman Minerals Corp. pursuant to the Startrek property option payment.
Summary of Quarterly Results
The Company had a net loss of $393,858 for the year ended April 30, 2020 (April 30, 2019 - $930,355). The following table contains the results from the eight most recently completed quarters:
| Fourth Quarter Ended April 30, 2020 $ |
Third Quarter Ended January 31, 2020 $ |
Second Quarter Ended October 31, 2019 $ |
First Quarter Ended July 31, 2019 $ |
Fourth Quarter Ended April 30, 2019 $ |
Third Quarter Ended January 31, 2019 $ |
Second Quarter Ended October 31, 2018 $ |
First Quarter Ended July 31, 2018 $ |
|
|---|---|---|---|---|---|---|---|---|
| Expenses | 52,120 | 51,580 | 37,061 | 219,115 | 57,054 | 70,777 | 54,957 | 37,952 |
| Net income (loss) for the period |
57,886 | (235,437) | (15,079) | (201,228) | (705,901) | (64,513) | (58,705) | (101,236) |
| Comprehensive income (loss) for the period |
57,886 | (235,437) | (15,079) | (201,228) | (692,100) | (50,019) | (77,639) | (110,597) |
| Loss Per Share | (0.00) | (0.01) | (0.00) | (0.00) | (0.02) | (0.00) | (0.00) | (0.00) |
As the Company is still in the exploration stage, variances in its quarterly losses are not affected by sales or production-related factors. Year over year expense variances are generally attributed to successful financing activities, or the lack thereof, which result in the Company being able to conduct more (or less) exploration, which results in additional (or fewer) overhead expenditures.
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Selected Annual Financial Information
All currency amounts are stated in Canadian dollars.
The following table summarizes selected financial data for the Company for each of the three most recently completed financial years. The information set forth below should be read in conjunction with the consolidated audited financial statements, prepared in accordance with International Financial Reporting Standards and related notes.
| s. | |||
|---|---|---|---|
| 2020 | 2019 | 2018 | |
| Year Ended April 30, | $ | $ | $ |
| Gain/(loss) on disposition of exploration and evaluation assets | 84,290 | (90,116) | 2,700 |
| Net income (loss) for the year | (393,858) | (930,355) | (149,410) |
| Loss per share – basic and diluted | (0.01) | (0.02) | - |
| Total assets | 1,474,782 | 665,706 | 1,010,449 |
| Long-term liabilities | Nil | Nil | Nil |
| Dividends | Nil | Nil | Nil |
Liquidity and Capital Resources
As of April 30, 2020, the Company had $359,683 in unrestricted cash (April 30, 2019 - $62,272) as well as $15,000 in cash restricted for credit card collateral (April 30, 2019- $288,864). Amounts receivable were $3,784 (April 30, 2019 - $7,798). Marketable securities were $154,713 (April 30, 2019 - $19,885). Refundable security deposits on hand with the Government of Newfoundland were $20,550 (April 30, 2019 – $26,150).
Accounts payable and accrued liabilities were $28,036 at April 30, 2020 (April 30, 2019 - $51,484) includes accruals for expenditures on mineral properties, legal and audit fees, consultants and other amounts. These were incurred in the normal course of business.
Working capital inclusive of cash restricted for flow-through purposes at April 30, 2020 was $528,486 (April 30, 2019 - $310,506).
At this time the Company does not own or operate any revenue producing mineral properties, and accordingly, does not have cash flow from operations. The Company raises funds for exploration, development and general overhead and other expenses through the issuance of shares from treasury. This method has been the principal source of funding for the Company since inception.
The Company also funds exploration at certain of its other properties through option agreements with other companies who have agreed to fund exploration in exchange for the right to earn an interest in the properties.
In addition to the funds in the Company’s treasury, the Company intends to continue raising funds for future exploration and general overhead and other working capital through the continuation of issuances of shares from treasury and through earn-in or option agreements with other mineral exploration and mining companies.
The Company funds its project expenditures by raising equity financing. If in the event that future private placement financing cannot be completed, the Company would have to review its budgeted project expenditures and revise where necessary including reviewing property option agreements to determine if continuation in such agreements on their anniversary dates is feasible. Management continues to seek out capital required to undertake its exploration work commitments and for working capital to meet project work commitments.
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Exploration and Evaluation assets
Mineral property acquisition, exploration and development expenditures are deferred until the properties are placed into production, sold, impaired or abandoned or if substantive expenditure on further exploration and evaluation is neither budgeted nor planned. These deferred costs will be amortized over the estimated useful life of the properties following commencement of production or written-down if the properties are allowed to lapse, are impaired or are abandoned or if substantive expenditure on further exploration and evaluation is neither budgeted nor planned.
The deferred costs associated with each property for the years ended April 30, 2020 and 2019 are as follows:
For the year ended April 30, 2020
| April 30, 2019 - Acquisition Costs $ Additions Write-downs Recoveries/Earn-Ins Subtotal $ April 30, 2020- Acquisition Costs $ April 30, 2019 - Exploration and Evaluation Expenditures $ Assaying Prospecting Geology Geophysics Linecutting Trenching Drilling Environmental Miscellaneous Write-downs Recoveries Disposals Subtotal $ April 30, 2020 - Exploration and Evaluation Expenditures $ April 30, 2020 - Total $ |
Shebandowan (a) DorWit (d) Okohongo (e) Other (f) Total |
|---|---|
| - - - 133,649 133,649 |
|
| - 400,583 207,262 67,575 675,420 - - - (82,945) (82,945) - (100,000) - (33,750) (133,750) |
|
| - 300,583 207,262 (49,120) 458,725 |
|
| - 300,583 207,262 84,529 592,374 |
|
| - - - 124,764 124,764 |
|
| 202 - - 25,224 25,426 - - - 106,035 106,035 - - - 53,963 53,963 - - - 113,794 113,794 - - - - - - - - 10,143 10,143 - 3,502 976 3,553 8,031 - 9,934 5,645 - 15,579 - - - 50 50 (202) - - (105,333) (105,535) - (9,404) - (16,960) (26,364) - - - - - |
|
| - 4,032 6,621 190,469 201,122 |
|
| - 4,032 6,621 315,233 325,886 |
|
| - 304,615 213,883 399,762 918,260 |
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For the year ended April 30, 2019
| April 30, 2018 - Acquisition Costs $ Additions Write-downs Grants Subtotal$ April 30, 2019- Acquisition Costs $ April 30, 2018 - Exploration and Evaluation Expenditures $ Assaying Prospecting Geology Geophysics Linecutting Trenching Drilling Miscellaneous Write-downs Disposals Subtotal$ April 30, 2019 - Exploration and Evaluation Expenditures $ April 30, 2019 - Total $ |
Shebandowan (a) Pickle Lake (b) Gunners Cove (c) Other (f) Total |
|---|---|
28,836 - 23,560 8,384 60,780 |
|
| 50 - 48,289 125,265 173,604 (28,886) - (9,168) - (38,054) - - (62,681) - (62,681) |
|
(28,836) - (23,560) 125,265 72,869 |
|
- - - 133,649 133,649 |
|
139,444 162,033 112,607 46,396 460,480 |
|
| 986 - 10,395 2,558 13,939 2,176 - 61,647 8,818 72,641 4,196 - 40,067 40,186 84,449 4,165 - 5,049 20,878 30,092 - - - 5,928 5,928 75 - 106,632 - 106,707 79,445 - - - 79,445 - - - - - (230,487) - (336,397) - (566,884) - (162,033) - - (162,033) |
|
(139,444) (162,033) (112,607) 78,368 (335,716) |
|
- - - 124,764 124,764 |
|
| - - - 258,413 258,413 |
a) Shebandowan Base Metal-Gold Property, Ontario
The Shebandowan Property (“Shebandowan”) consists of the Company’s 100% owned Vanguard Base Metal Project (“Vanguard”), the contiguous claim group, west of the Vanguard, known as the Iris Lake Gold Property, and the contiguous claim group to the south known as the Shebandowan Gold Project.
Vanguard consists of 99 boundary and single cell mining claims totalling 2,107 hectares located in the Burchell Lake, Greenwater Lake, and Kashabowie Lake areas in the Thunder Bay Mining District, northwestern Ontario, approximately 100 kilometres west of Thunder Bay, Ontario.
In December 2016, the Company executed an Option Agreement with Benton Resources Inc. (“Benton”, a company related by common director Michael Stares (“Stares”)) to acquire the Shebandowan Gold Project, which consists of 125 boundary and single cell mining claims totalling 2,661 hectares, and which adjoins the Vanguard and Iris Lake projects claims in the Burchell Lake, Greenwater Lake and Kashabowie Lake areas. The Company will have the option to earn a 100% interest in the Shebandowan Gold Project under the following terms:
- Paying Benton $15,000 cash and issuing 200,000 shares of the Company on signing, acceptance and approval by the TSX Venture Exchange (paid and issued);
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Benton will retain a 2% Net Smelter Return Royalty (“NSR”) on the Shebandowan property with the Company having the option to buy-back 1% for $1 million;
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The Company agrees to keep all claims in good standing and should the Company elect to drop any claims contained within the option agreement, they will do so with at least six months of assessment credit; and
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Paying Benton $500,000 in cash, shares or a combination of cash and shares at the Company’s election upon completion of a National Instrument 43-101 (“NI 43-101”) compliant mineral resource estimation on any claims contained within the option agreement.
Highlights – Vanguard Base Metal Project
Previous drilling on the Vanguard was designed to target historical drilling over the Vanguard East Zone, known to host Cu-Zn-Au-Ag VMS-style mineralization. The mineralization is interpreted to be steeply dipping and drilling programs will target the down-dip extension of the deposit below historical drilling to confirm both mineral tenor and extend the known mineralization to depth. Noranda Inc. reported a historic mineral resource, non-compliant with NI 43-101, stating that the Vanguard West Zone hosts 200,000 tonnes of 1.3% Cu, 1-2% Zn, 8.26 g/t Ag, and 4-6 g/t Au, and the Vanguard East Zone hosts 100,000 tonnes of 1.8% Cu, 3-6% Zn 6.8 g/t Ag, and 4-6 g/t Au. To the southwest, adjacent to the Vanguard, are the former (1960s) producing North Coldstream Copper-Silver-Gold Mine with a reported production of 102 million lbs of copper, 440,000 ounces of silver, and 22,000 ounces of gold produced from 2.7 million tons of ore (OGS Mineral Deposit Inventory, 2000), and the Osmani Gold Deposit (formerly the East Coldstream Deposit) containing NI 43-101 Indicated Mineral Resources of 3.5 million tonnes at an average grade of 0.85 g/t Au, and Inferred Mineral Resources of 30.5 million tonnes with an average grade of 0.78 g/t Au (Foundation Resources Inc., NI 43-101 Technical Report, 2011).
Drilling in 2002 by Trillium North Minerals Ltd. (“Trillium”) extended the Vanguard East Zone with two holes VE02-1 and VE02-2. The average grade of the 9.75 metre massive sulphide intercept in hole VE02-1 was 1.26 g/t Au, 13 g/t Ag, 2.03% Cu, and 2.13% Zn. The average grade of the 6.6 metre massive sulphide intercept in hole VE02-2 was 2.14 g/t Au, 43.4 g/t Ag, 2.73% Cu, and 3.49% Zn (see Trillium News Release, January 14, 2003). In 2004, hole VE04-5 was drilled to intersect the zone previously intersected in hole VE02-1 and 2. Hole VE04-5 reported 4.15 metres of 6.39% Zn and 1.89% Cu with 28.31 g/t Ag and 0.88 g/t Au in massive sulphides. Hole VE04-3, located 50 feet (15.24 metres) west of VE02-2 and down plunge, intersected up to 2.0% Cu, 14.8 g/t Ag, and 0.58 g/t Au within a wide siliceous zone, which is part of the regional chert horizon that marks the occurrence of VMS mineralization (see Trillium News Release, August 31, 2004).
The historical values mentioned previously are non-compliant with NI 43-101 standards for disclosure and have been reviewed but not verified, unless otherwise stated.
Highlights – Shebandowan Gold Project
During the year ended April 30, 2017, the Company announced that they had commenced work on the Shebandowan Gold Project (“Shebandowan”). The work program consisted of soil sampling over the old gold occurrences to expand known areas and also explore for new targets. As a result of the prospecting and soil sampling program a number of new targets were identified. In July/August 2017 trenching was preformed over all the areas of interest but the results from the trenching program proved negative and the sources of the gold in the anomalous soil geochemistry samples have yet to be sourced. The Shebandowan project is located approximately 20 kilometres east of the past producing Coldstream Mine which in the 1960’s produced 102 million pounds of copper, 440,000 ounces of silver, and 22,000 ounces of Au (Canadian Mines Handbook, 1968-69, p.251). Also, to the west of the Shebandowan is the Moss Lake gold mine which has reported mineral resources containing 3.13 million ounces of gold (NI 43-101 Technical Report and Mineral Resource Estimation – Moss Lake Deposit, May 2013, Wesdome Gold Mines Ltd.). In 2011, Benton completed a diamond drilling program on the Shebandowan to test various rock and soil geochemistry and geophysical induced polarization (IP) anomalies for gold. The best results from the diamond drilling program were 19.5 g/t Au over 0.80 metres in hole SH-11-003 and numerous intersections of 1 to 2 g/t Au over narrow intervals in SH-11-007 (see Benton News Release, June 7, 2011).
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The southern portion of the Shebandowan project is along strike and approximately 10 kilometres west of the Shebandowan nickel-copper mine. This mine was in production from 1972 to 1998 and produced 8.34 million tons at 2.0% Ni, 1.2% Cu, and 3.96 g/t Pt+Pd+Au (MNDM MDI52B09SE00003, June 12, 2007). This southern portion of the Shebandowan is host to various copper, gold and silver occurrences such as Copper Island. The Copper Island trend is identified by an alteration zone that has been traced by geophysics for roughly 1.8 kilometres (MNDM Assessment File 53B09NW069). Of importance is an 800 metre-long untested airborne electromagnetic conductor (EM) located along trend from the Copper Island Occurrence. Benton’s 2011 diamond drilling program (hole SH11-001) intersected units of gabbro, diorite, and a 0.26 metre interval described as black mafic intrusion with 50% sulphides. Assay results from this section returned 0.4% Cu, 0.11% Ni, 0.09% Co, and 228 g/t Au over 0.26 metres. A prospecting survey with limited rock sampling was conducted over this area in June/July 2017 but assay results were poor. It should be noted that good portion of this ground is covered by overburden which hampers prospecting. It is recommended that ground geophysics be conducted over the areas of existing airborne electromagnetic anomalies to better determine drill targets.
In August 2017, the Company received results from two samples taken on the Copper Island trenches on the Shebandowan project. The selective grab samples collected from the mineralized zone returned assays up to 8.71% Cu, 4.09 g/t Au, and 8.71 g/t Ag in the first sample, and 5.79% Cu, 1.11 g/t Au, and 5.79 g/t Ag in the second sample. Future work on the Copper Island trend will include deep penetrating electromagnetic (EM) geophysical techniques to determine if there are conductive responses located below previous shallow penetrating geophysical surveys conducted during historical work efforts.
The Company also reported that it had received the assay results from the Shebandowan trenching program and no significant assays were reported.
During the year ended April 30, 2019, the Company completed a diamond drilling program at Shebandowan consisting of approximately 500 metres in three drill holes. The program followed up on hole SH-11-003 completed by Benton that intersected 19.5 g/t Au over 0.8 metres at a depth of 262 metres. The recent drilling program focused on drilling up-dip from this Benton hole to test for the near surface expression of the gold zone. The two other holes were approximately 50 metre step-outs from the first drill hole in order to test the strike extent of the same “Benton” gold zone. The Company received no significant results from the three-hole diamond drilling program
Highlights – Iris Lake Gold Project
In June 2017, the Company announced results from its work on the Iris Lake Gold Project (“Iris Lake”) including results from 1,166 soil geochemical samples. Gold-in-soil values ranged from <5 ppb up to 225 ppb Au. The results indicate anomalous gold in soil extending approximately 900 metres from the Iris Lake gold zone in a north easterly direction (Iris Lake “A”). A sub-parallel anomalous zone (Iris Lake “B”) extends 800 metres in a south westerly direction from the known gold mineralization. Two new sub-parallel gold anomalies (Vanguard “A” and “B”) extend southwest from the Vanguard VMS-Au deposits over a strike length of approximately 900 to 1,200 metres. A 750-metre soil anomaly (Central) in the south-central part of the property was prospected with negative results from the rock samples that were collected in the area. The source of the gold from the anomalous soil geochemistry samples has yet to be determined.
Also in June 2017, the Company announced that it commenced a trenching program at Shebandowan. The trenching program was designed to test three high priority gold in soil geochemical targets. The first area is the newly discovered TMR zone which is described as a granodiorite with extensive silicification and quartz carbonate alteration with up to 5% pyrite and traces of chalcopyrite. The zone appears to have an east-west strike and is covered by sand and till to the west and variable amounts of overburden to the east. Soil geochemical values in the area range from <5 ppb up to 78 ppb Au. Rock samples taken from outcrops in the area range from <5 ppb to 620 ppb Au. The second area, the Iris Lake trend referenced above, is described as being under thin overburden cover where trenching would be an effective tool in examining the bedrock as a possible source for the anomalous gold values in the soil samples. The third area is named the Vanguard West trend and has yielded soil geochemical results from <5 ppb up to 152 ppb Au. This area is also described as being covered by variable amounts of overburden
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which the Company hopes will allow for trenching and be effective in explaining the source of the gold in the anomalous soil geochemical samples.
b) Pickle Lake Gold Properties, Ontario
The Pickle Lake gold properties consist of four claims packages in the Pickle Lake area, Ontario:
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Dorothy-Dobie Gold Lake Property
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Kasagiminnis Lake Gold Property
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South Limb Gold Property
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Pickle Lake West Gold Property
During the year ended April 30, 2018, the Company announced that it signed a Letter of Intent (“LOI”) with Ardiden Limited. (“Ardiden”), a public company the shares of which trade on the Australian Securities Exchange (ASX: ADV). The LOI allowed Ardiden to acquire a 100% interest in all of the Company’s Pickle Lake Gold properties, inclusive of assuming the obligations of all existing underlying option agreements on these properties (collectively, the “Project”). During the year ended April 30, 2019, after completion of a 12-month due diligence period, Ardiden acquired a 100% interest in the Project after making the required aggregate cash payments of $140,000 and issuing to the Company 5,592,949 Ardiden shares as follows (all funds are in Canadian dollars):
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A non-refundable deposit of $70,000 (received) and 1,592,949 Ardiden shares (received) within five business days of executing the LOI;
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After six months of a 12-month due diligence period, Ardiden was required to make an additional payment of $20,000 (received) and to issue an additional 1,000,000 Ardiden shares (received) to retain the exclusive due diligence right for the remaining six months; and
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Should Ardiden elect to acquire the Project, Ardiden shall pay the Company a further $50,000 (received) and issue a further 3,000,000 (received) Ardiden common shares.
The Company will maintain the right to purchase the existing 1% NSR held by Murchison Minerals Ltd. on certain claims within the Dorothy-Dobie and Kasagiminnis properties, pursuant to which 0.5% can be purchased for $1,000,000 and the second 0.5% can be purchased for $1,500,000. The original vendor of the Kasagiminnis property will retain a 2% NSR of which 1% can be purchased by Ardiden for $1,000,000, with the Company retaining a Right of First Refusal (“ROFR”) on the remaining 1%. With respect to certain other claims located within the Dorothy-Dobie claim group, the “Kukkee Option” (see press release dated July 4, 2016), the underlying vendor retains a 2% NSR of which 1% can be purchased by Ardiden for $1,000,000 with Ardiden retaining a ROFR on the remaining 1% NSR from the original vendor. In addition, the Company holds a 1% NSR on this same Kukkee Option claim group. The Company will retain a 2% NSR on the 100%-owned West Pickle and South Limb properties, of which 1% can be purchased by Ardiden for $1,000,000. Ardiden will have a ROFR on the remaining 1% NSR.
During the 2019 fiscal year, the Company recorded a loss of $90,116 on the disposition of the property, representative of its residual carrying value net of all sales proceeds received.
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c) Gunners Cove Gold-Base Metal Property, Newfoundland
During the year ended April 30, 2018, the Company signed a Letter of Intent to earn 100% of the Gunners Cove Gold-Base Metal Property located approximately 20 kilometres north of St. Anthony, Newfoundland and Labrador and consisting of 467 claim units (16,100 hectares). Under the terms of the LOI, the Company has the right to acquire a 100% interest from the vendor over a three-year period under the following terms:
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Total cash payments of $55,000:
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Signing $5,000 (paid)
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1st Anniversary $10,000 (paid)
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2nd Anniversary $20,000 (terminated)
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3rd Anniversary $20,000 (terminated)
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Total payment of 1,000,000 common shares:
-
Signing 250,000 (issued)
-
1st Anniversary 250,000 (issued)
-
2nd Anniversary 250,000 (terminated)
-
3rd Anniversary 250,000 (terminated)
Should the Company outline NI 43-101 compliant mineral resources totalling greater than 500,000 ounces of gold, the Company agrees to pay the vendor an additional 1,000,000 WHM common shares. In addition, the vendor retains a 2% Net Smelter Return Royalty of which 1% can be bought back for $1,000,000; the Company will have the ROFR on the remaining 1% NSR.
The Company terminated the option and returned the property to the vendor during the period ended January 31, 2020.
d) DorWit Copper-Silver Property, Namibia
During the year ended April 30, 2020, the Company incorporated a wholly-owned Namibian subsidiary, Aloe Investments Two Hundred and Thirty Seven (Proprietary) Limited (“Aloe 237”) and executed a binding letter of intent (the “DorWit LOI”) whereby Aloe 237 would acquire a 100% interest in the DorWit Copper-Silver Property (the “Property”), located approximately 150 km from Windhoek, Namibia, from Altan Minerals and Investments CC (“Altan”), a private Namibian company. The DorWit Copper-Silver Property comprises three Exclusive Prospecting Licenses (“EPL”) formally known as EPLs 7028, 7029 and 7030, encompassing approximately 78,865 hectares.
Pursuant to the DorWit LOI, White Metal committed to the following:
-
Pay Altan $75,000 USD upon closing (paid);
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Issue 7 million common shares of the Company to Altan upon closing (issued); and
-
Issue a sufficient number of shares of Aloe 237 to provide Altan a 5% equity interest in Aloe 237, leaving the Company with a 95% interest in Aloe 237 (completed).
EPLs 7028, 7029 and 7030 have no associated royalties. Closing of the DorWit LOI was subject to TSX Venture Exchange approval which was received during the current period.
The DorWit project covers about 65 km of prospective stratigraphy in the Kalahari Copper Belt which extends eastward into Botswana where several major copper deposits occur and are being financed at present (e.g., Cupric Canyon Capital news release dated February 25th, 2019). Six historical copper deposits occur within these three licences along with other zones with anomalous copper in historical drill core intercepts which the Company believes can be expanded upon through future exploration. Historical resources (Table 1) are contained within these three mining licenses and were published by the Geological Survey of Namibia (Resources of Namibia, 1999).
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Sandfire Resources NL recently announced its bid to acquire MOD Resources Limited for AUS$167 million (see MOD Resources News Release dated June 25, 2019) whose project is located northeast of the Altan Project, on the Kalahari Copper Belt in Botswana. The Company views this transaction as validation of the importance of the Kalahari Copperbelt and its potential to generate substantial copper assets.
| able 1. Historical Mineral Resources from the Witvlei-Dordabis Areas, Namibia. Deposit Tonnes Cu(%) Ag (g/t) EPL Dordabis98 290,000 1.70 - 7030 200,000 0.50 - 7030 Gemsbokvley214 447,000 1.75 - 7028 Christiadore104 1,200,000 2.27 - 7028 |
able 1. Historical Mineral Resources from the Witvlei-Dordabis Areas, Namibia. Deposit Tonnes Cu(%) Ag (g/t) EPL Dordabis98 290,000 1.70 - 7030 200,000 0.50 - 7030 Gemsbokvley214 447,000 1.75 - 7028 Christiadore104 1,200,000 2.27 - 7028 |
able 1. Historical Mineral Resources from the Witvlei-Dordabis Areas, Namibia. Deposit Tonnes Cu(%) Ag (g/t) EPL Dordabis98 290,000 1.70 - 7030 200,000 0.50 - 7030 Gemsbokvley214 447,000 1.75 - 7028 Christiadore104 1,200,000 2.27 - 7028 |
able 1. Historical Mineral Resources from the Witvlei-Dordabis Areas, Namibia. Deposit Tonnes Cu(%) Ag (g/t) EPL Dordabis98 290,000 1.70 - 7030 200,000 0.50 - 7030 Gemsbokvley214 447,000 1.75 - 7028 Christiadore104 1,200,000 2.27 - 7028 |
able 1. Historical Mineral Resources from the Witvlei-Dordabis Areas, Namibia. Deposit Tonnes Cu(%) Ag (g/t) EPL Dordabis98 290,000 1.70 - 7030 200,000 0.50 - 7030 Gemsbokvley214 447,000 1.75 - 7028 Christiadore104 1,200,000 2.27 - 7028 |
|---|---|---|---|---|
| Deposit | Tonnes | Cu(%) | Ag (g/t) | EPL |
| Dordabis98 | 290,000 | 1.70 | - | 7030 |
| 200,000 | 0.50 | - | 7030 | |
| Gemsbokvley214 | 447,000 | 1.75 | - | 7028 |
| Christiadore104 | 1,200,000 | 2.27 | - | 7028 |
Highlight drill holes: 2.5% Cu over 9m; 2.9% Cu over 7m; 3.7% Cu over 5m
| Deposit | Tonnes | Cu(%) | Ag (g/t) | EPL |
|---|---|---|---|---|
| Okasewa | 6,000,000 | 1.85 | 7.00 | 7028 |
| Malachite Pan | 2,625,300 | 1.36 | 7.47 | 7029 |
| 2,368,400 | 1.11 | 6.19 | 7029 | |
| Witvlei Pos | 2,850,000 | 1.52 | - | 7029 |
The Company is treating the tonnages and grades reported in Table 1 as historical mineral resource estimates. These historical estimates do not use categories that conform to current CIM Definition Standards on Mineral Resources and Mineral Reserves as outlined in National Instrument 43-101, Standards of Disclosure for Mineral Projects (“NI 43-101“) and have not been redefined to conform to current CIM Definition Standards. A qualified person has not done sufficient work to classify the historical estimates as current mineral resources and the Company is not treating the historical estimates as current mineral resources. Investors are cautioned that the historical estimates do not mean or imply that economic deposits exist on the properties. The Company has not undertaken any independent investigation of the historical estimates or other information contained in this press release nor has it independently analyzed the results of the previous exploration work in order to verify the accuracy of the information. The Company believes that these historical estimates and other information contained in this news release are relevant to continuing exploration on the properties.
During the year ended April 30, 2020, the Company and RZJ Capital Management (“RZJ”) signed a binding letter of agreement (“LOA”) pursuant to which RZJ has the right to purchase 70% of the common shares of Aloe 237. The terms of the LOA are as follows:
-
RZJ will pay the Company a non-refundable $100,000 deposit (received) and shall have a three-month exclusive due diligence period from signing of the LOA;
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Upon completion of due diligence and to acquire an initial 10% of the common shares of Aloe 237, RZJ will pay the Company a total payment of $500,000 consisting of one-half of the payment being made in cash and the remaining one-half in common shares (extended to October 15, 2020);
-
Upon completion of payments above, RZJ and the Company will establish a Joint Technical Committee (“JTC”) which will give equal vote with respect to exploration work and related expenditures on the Property (the Company will be the JTC Operator);
-
To acquire a further 10% interest in Aloe 237, increasing its interest to 20%, and maintain its option, RZJ must to spend a total of $500,000 in approved mineral exploration expenditures (between the three licenses) by the first anniversary of the settlement date;
-
To acquire a further 10% interest in Aloe 237, increasing its interest to 30%, and maintain its option, RZJ must spend a total of $1,000,000 in approved mineral exploration expenditures by the second anniversary of the settlement date;
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-
To acquire a further 20% interest in Aloe 237, increasing its interest to 50%, and maintain its option, RZJ must spend a total of $2,000,000 in approved mineral exploration expenditures by the third anniversary of the settlement date. At this stage, RZJ will have the right to assume the role of operator;
-
To acquire a further 20% interest in Aloe 237, increasing its interest to 70%, RZJ must spend a total of $5,000,000 in approved mineral exploration expenditures by the fourth anniversary of the settlement date;
-
Once a feasibility report has been completed, RZJ will be granted a 90-day Call Option to acquire the Company’s remaining 25% to 26.5% interest in Aloe 237 (the interest will depend on the actions of Altan - see below), the price to be based on an independent valuation using the feasibility report and the prevailing market capitalization at the time; and
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If the Call Option is not exercised, the companies will enter into a Joint Venture Agreement with a 70%/25%/5% funding split or a 73.5%/26.5% funding split, depending on the actions of Altan (see below).
Altan is carried for exploration expenditures until an independent Pre-Feasibility report is completed and approved by the TSX-V. At such time, Altan must decide whether to contribute to future expenditures and maintain their interest or convert their interest to a 5% NPI. This NPI may be purchased by the remaining partners at any time for USD$1M.
During the year ended April 30, 2020, the Company filed with the Namibian Government (Ministry of Environment and Tourism), the required Environmental Clearance Certificates (“ECC”) EPLs 7028, 7029, and 7030, which is the first step toward beginning its exploration programs in Namibia. The ECC documents, which in this case describe proposed geophysical surveys and drilling programs and a community consultation plan, are required to be filed prior to beginning any work program. The Company received approval for these applications during the year ended April 30, 2020.
e) Okohongo Copper-Silver Property, Namibia
During the year ended April 30, 2020, the Company incorporated a wholly-owned Namibian subsidiary, Aloe Investments Two Hundred and Thirty Eight (Proprietary) Limited (“Aloe 238”) and executed a binding letter of intent to acquire a 100% interest in the Okohongo Copper-Silver Property (the “Okohongo LOI”) located in northwest Namibia from Taranis Resources and Investments CC (“Taranis”), a private Namibian company. The Okohongo Copper-Silver Property comprises one EPL formally known as EPL 7071, encompassing approximately 19,805 hectares.
Pursuant to the Okohongo LOI, White Metal committed to the following:
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Pay Taranis $12,500 USD upon closing (paid);
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Issue 4.5 million common shares of the Company to Taranis upon closing (issued); and
-
Issue a sufficient number of shares of Aloe 238 to provide Taranis a 5% equity interest in Aloe 238, leaving the Company with a 95% interest in Aloe 238 (completed).
EPL 7071 has no associated royalties. Closing of the Okohongo LOI was subject to TSX Venture Exchange approval which was received during the current period.
The Okohongo Copper-Silver Property includes the Okohongo Copper-Silver Deposit which is known to extend over 600 metres in strike length and up to 400 metres down-dip (see INV Metals news release dated August 3, 2011). Situated within the Kaoko Belt and hosted by metasedimentary strata, the Okohongo Deposit is considered analogous with the stratiform sediment-hosted Central African Copperbelt deposits of Zambia and the Democratic Republic of the Congo. The Okohongo Deposit contains Inferred Mineral Resources of 10.2 million tonnes grading 1.12% Cu and 17.75 g/t Ag, using a 0.3% Cu cut-off (Table 2; INV Metals Inc. NI 43-101 Technical Report, Effective Date March 31, 2011).
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Table 2. Grade sensitivity analysis for historical Mineral Resources, Okohongo Copper-Silver Project, Namibia.
| Cu (%)Cut-off | SG | Tonnes | Cu (%) | Ag (g/t) | Cu (tonnes) | Ag (ounces) | CATEGORY |
|---|---|---|---|---|---|---|---|
| 0.0 | 2.45 | 11,691,539 | 1.01 |
15.85 | 117,645 | 5,957,874 | Inferred |
| 0.1 | 2.45 | 11,682,796 | 1.01 |
15.86 | 117,640 | 5,957,640 | Inferred |
| 0.2 | 2.45 | 11,453,414 | 1.02 |
16.13 | 117,219 | 5,940,047 | Inferred |
| 0.3 | 2.45 | 10,196,456 | 1.12 |
17.75 | 114,046 | 5,818,534 | Inferred |
| 0.4 | 2.45 | 9,535,538 | 1.17 |
18.66 | 111,731 | 5,719,226 | Inferred |
| 0.5 | 2.45 | 8,705,239 | 1.24 |
19.73 | 107,993 | 5,522,454 | Inferred |
| 0.6 | 2.45 | 8,142,684 | 1.29 |
20.50 | 104,877 | 5,366,572 | Inferred |
| 0.7 | 2.45 | 7,366,110 | 1.35 |
21.61 | 99,810 | 5,116,714 | Inferred |
| 0.8 | 2.45 | 6,379,793 | 1.45 |
23.16 | 92,402 | 4,750,190 | Inferred |
source: Technical Report on the Okohongo Copper-Silver Property in Northwest Namibia, INV Metals Inc.; Prepared By: Caracle Creek International Consulting Inc., Effective March 31, 2011.
The Company is treating the tonnages and grades reported in Table 2 as historical mineral resources. A qualified person has not done sufficient work to classify the historical estimates as current mineral resources and the Company is not treating the historical estimates as current mineral resources. Investors are cautioned that the historical estimates do not mean or imply that economic deposits exist on the properties. The Company has not undertaken any independent investigation of the historical estimates or other information contained in this press release nor has it independently analyzed the results of the previous exploration work in order to verify the accuracy of the information. The Company believes that these historical estimates and other information contained in this news release are relevant to continuing exploration on the properties.
Highlights - DorWit and Okohongo Copper-Silver Properties, Namibia
The Company has begun the process of completing its initial permitting documents, the first step toward beginning its exploration programs on the two properties, and expects to have them filed with the Namibian Government (Ministry of Environment and Tourism) in the second quarter of fiscal 2020. In addition, the Company has formed a Technical Advisory Committee (“TAC”), inclusive of several prominent Namibians, to help advance the two copper-silver projects. The formation of the TAC will help guide the future development of its Namibian copper projects. Members of the committee with a permanent presence in Namibia include Mr. Ivor Kahimise and Mr. Jan Joubert. Mr. Kahimise will assist the Company with permitting and corporate social responsibility programs in the areas of the projects. Ivor is from Windhoek, Namibia, has lived there all is life, and worked for the Namibian Government, Ministry of Mines and Energy as head Geophysicist. With a degree in geophysics, Mr. Kahimise has more than 30 years of experience, working for numerous mining companies in Namibia and is highly knowledgeable about the geology and geopolitics of Namibia. Mr. Jan Joubert has lived in Namibia his whole life, except the periods in which he attended the University of Pretoria for his BSc and MSc in geology and later (1981-1995) when working at the Palabora Cu-Fe-P mine in South Africa. Mr. Joubert has gained extensive knowledge about the Kalahari Copperbelt in Namibia where he has worked for numerous exploration and mining companies, including working in the area of the current EPLs held by White Metal. Jan also has considerable experience in solvent extraction methods (aka, solvent extraction-electrowinning or SX-EW) used for the in-solution recovery of copper, in this case (heap leach and dilute sulfuric acid. Mr. Joubert is very knowledgeable in extractive metallurgy which he learned working at Palabora mine in South Africa.
Also joining the TAC is Mr. Robert Middleton (P.Eng.) who has been an advisor to White Metal since 2015 and has recent experience working in Namibia. Robert has been a geophysicist for the past 50 years, has worked all over the world as an advisor and consultant, and has been involved with several public exploration mining companies since 1985. Prior to 1985, Robert worked at the Ontario Department of Mines, Barringer Research Ltd., Rosario Resources Corp., and Newmont Exploration of Canada. Mr. Middleton has worked in South Africa (1973 and 2011 to 2015) and in Namibia (2015 to present).
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Current board members Michael Stares (President and CEO) and Scott Jobin-Bevans (VP Exploration) will also be joining the TAC. Michael, who has been involved in the mineral exploration business for over 30 years, started his career with Noranda Mining and Exploration after which he branched out and started Stares Contracting which still operates today. For the past 10 years Michael has been involved in the formation and operation of several public companies such as Rare Earth Metals (now Canada Rare Earths) and White Metal. He is currently a board member of Metals Creek Resources and Benton Resources. Scott Jobin-Bevans has more than 30 years’ experience in the mineral exploration industry and in addition to building successful international consulting firms (Caracle Creek Chile SPA and Caracle Creek International Consulting), has been involved in the formation and operation of public companies, bringing his past experience from working on African copper belts in Zambia and the DRC. He is currently a board member of Stroud Resources, Northern Shield Resources, and Vision Lithium, and a Technical Advisor to Palladium One Mining.
During the year ended April 30, 2020, the Company filed with the Namibian Government (Ministry of Environment and Tourism), the required Environmental Clearance Certificates (“ECC”) EPL 7071, which is the first step toward beginning its exploration programs in Namibia. The ECC documents, which in this case describe proposed geophysical surveys and drilling programs and a community consultation plan, are required to be filed prior to beginning any work program. The Company received approval for these applications during the year ended April 30, 2020.
During the year ended April 30, 2020, the Company signed a non-binding Memorandum of Understanding (“MOU”) with Luxury Investments One Hundred and Ninety Two (Pty) Ltd. (“Luxury Investments”), Kalahari Copper Ltd. (“Kalahari”), and Newco Management Team of South Africa (“NMT”). Along with White Metal, these three parties have agreed to work together on examining small-scale production possibilities in areas of Namibia covered by Exclusive Prospecting Licences (“EPL”) controlled by White Metal (EPL 7071) and Kalahari Copper (EPLs 7082, 7079, 6998, 7081). Luxury Investments has been successfully running a small-scale mining operation in Namibia for over two years, producing approximately 200 to 250 tonnes per month of copper concentrate at a grade of 30% Cu. These small-scale operations are in close proximity to the EPLs held by White Metal and Kalahari. The parties will work in collaboration to see if the concept of small-scale mining would be effective on the Okohongo deposit (White Metal) and any other prospects within the above mentioned EPLs.
f) Other Properties
The Company also retains certain other early stage mineral property interests and is actively seeking a partner to advance these prospects. Noteworthy transactions in “Other” properties include the following, listed by region.
Ontario, Canada:
Far Lake Copper-Silver Property
During the year ended April 30, 2018, the Company acquired by staking a 100% interest in the Far Lake property located approximately 80 kilometres north west of Thunder Bay, Ontario. The property consists of 84 single cell mining claims totalling 6,269 hectares.
In August 2017, the Company announced that it received assays from trench sampling on the Property. The copper showing was discovered while prospecting a series of new logging roads and has now been traced and channel sampled along a 300 metres strike length. The best channel sample composite across the copper-rich zone returned 3.54% Cu over 3.0 metres which included the highest individual sample of 4.96% Cu over 1.0 metre. The mineralization is associated with a north-south trending structure within a silicified monzonite intrusive body. A total of 12 channel samples between 0.5 and 1.0 metre in length were collected from five trenched / exposed outcrops. The Company is planning ground geophysical surveys of induced polarization (IP) and magnetics to help identify additional targets along and perpendicular to the current strike direction. Further trenching and sampling will be utilized as follow-up on any intriguing anomalies.
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During the year ended April 30, 2020, the Company announced that it extended the strike length of the Far Lake Copper Zone a further 100 metres to the north from the last sampling done by the Company in 2017. Prospecting in the spring of 2019 found another occurrence of copper-silver, hosted in a silicified monzonite and along the same structural corridor as the original occurrences. This new discovery extends the mineralized horizon 100 metres further north for a total strike length of approximately 400 metres. One selected grab sample taken from the occurrence assayed 5.52% Cu, 0.188 g/t Au, and 8.5 g/t Ag.
During the year ended April 30, 2020 the Company discovered massive sulphide mineralization while completing its permitted trenching program at the Far Lake Copper Zone. The massive sulphides were uncovered approximately 12 metres northeast of the recently discovered copper showing reported earlier this year. The highlight of the sampling program is a 0.7 metre channel sample across massive sulphide which assayed 22% Cu, 30.2 g/t Ag, and 0.25 g/t Au.
Table 1. Summary of Channel and Grab Sample Assay Results, Far Lake Copper Zone.
| Trench | ID | No. Samples | Length(m) | Cu(ppm) | Cu(%) | **Au(ppb) ** | Ag (ppm) |
|---|---|---|---|---|---|---|---|
| North | Channel 1 | 3 | 3.00 | 6593 | 0.66 | 170 | 1.3 |
| North | Channel 2 | 2 | 2.00 | 5830 | 0.58 | 28 | 0.7 |
| North | Channel 3 | 3 | 3.00 | 5127 | 0.51 | 49 | 1.7 |
| North | Channel 059 | 1 | 0.70 | 220000 | 22.00 | 215 | 30.2 |
| North | Channel C4 | 5 | 5.00 | 3104 | 0.31 | 15 | 0.6 |
| North | Channel C5 | 7 | 7.00 | 1266 | 0.13 | 12 | 0.2 |
| South | Channel C6 | 3 | 3.00 | 1566 | 0.16 | 127 | 1.5 |
| South | Channel 076 | 1 | 1.00 | 551 | 0.06 | 6 | 0.6 |
| South | Channel C7 | 4 | 4.00 | 5799 | 0.58 | 10 | 1.0 |
| North | Grab 072 | 1 | - | 5560 | 0.56 | 127 | 1.5 |
The north-northwest trending Far Lake Copper Zone was traced along strike for more than 95 metres and intermittently exposed in two trenches; the zone is open along strike in both directions. The two trenches expose the 2 to 7 metre wide zone along its strike and comprise an approximately 50 metre long North trench and a 20 metre long South trench. The south end of the North trench is about 35 metres from the north end of the South trench. Mineralization is described as disseminated sulfides (up to 5% chalcopyrite) with localized massive sulfides (>80% sulphides) consisting mainly of chalcopyrite and lesser pyrite. Table 1 provides a summary of the length weighted average assay results from the channel sampling and grab sample program. Where possible each channel sample submitted for assay was a 1.0 metre sample cut taken perpendicular to the general strike of the exposed zone. Channel sample cuts, oriented at approximately 225Az, are not regularly spaced along strike with spacing ranging from 2.2 to 12.0 metres.
Several alteration styles have been observed on the Property, including intense silicification associated with massive chalcopyrite mineralization, sericite, and hematite veining within a monzonite granite.
Of importance is a strong magnetic feature just to the north of the newly uncovered copper showing which appears to be cut by a main structure that trends to the northwest. The Company will be working in this area in the near future to assess the source and importance of this geophysical feature.
Mineralization identified to date on the Property, displays characteristics suggestive of multiple mineralizing systems, with both porphyry and IOCG style copper mineralization recognized. This is the first time that these styles of mineralization have been observed on the Property.
In addition, during the year ended April 30, 2020, the Company received the results of its 464 line-kilometre, fixedwing, high-resolution aeromagnetic gradiometer and digital VLF-EM survey, completed at Far Lake. The survey
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has delineated in detail a number of new structural and geological trends coincident with known copper-silver mineralization as well as a number of new trends which require follow up. The airborne survey area also covered the location where a large boulder was discovered which assayed 0.7% Cu and 2.1 g/t Pt+Pd+Au. The rock textures in the boulder suggest a fresh and unaltered gabbro and the Company interprets it be of Proterozoic age with its source located up-ice, not far to the north. The results of the high-resolution airborne survey were very encouraging, outlining numerous magnetic targets (highs and lows) that are located in the area of the high-grade copper showing. The magnetic survey was also very effective at outlining several structures and offsets that will require ground follow up. The digital VLF-EM survey was also very effective in outlining numerous areas of interest that are either associated with the magnetic highs or directly flanking the mag-high boundaries. The area of the high-grade PGE boulder also shows numerous magnetic and VLF responses. Of particular interest is a magnetic high, located northnortheast of the high-grade copper showing, that has several VLF-EM responses.
Subsequent to the year ended April 30, 2020, the Company signed a letter of intent (“LOI”) with Benton Resources Inc., (TSXV:BEX) (“Benton”) for Benton to earn up to a 70% interest in the Far Lake project. Under the terms of the proposed transaction, Benton may acquire from White Metal in an initial option a 60% interest in the Project (the “Initial Option”), followed by a second option to acquire an additional 10% interest (the “Second Option”) in the Project.
Initial Option: It is contemplated that Benton may exercise the Initial Option by completing the following:
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Paying $25,000 and issuing 300,000 common shares to the Company within three days of receipt of TSX Venture Exchange (the “Exchange”) approval for the LOI (received);
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Completing $200,000 of exploration expenditures on the Project on or before the first anniversary of execution of the LOI;
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Paying $30,000 and issuing 400,000 common shares to the Company on or before the first anniversary of execution of the LOI;
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Completing an additional $200,000 of exploration expenditures on the Project on or before the second anniversary of execution of the LOI;
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Paying $50,000 and issuing 400,000 common shares to the Company on or before the second anniversary of execution of the LOI;
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Completing an additional $300,000 of exploration expenditures on the Project on or before the third anniversary of execution of the LOI;
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Paying $100,000 and issuing 500,000 common shares to the Company on or before the third anniversary of execution of the LOI; and
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Completing an additional $300,000 of exploration expenditures on the Project on or before the fourth anniversary of execution of the LOI.
Second Option: Subject to exercising the Initial Option, Benton will have 90 days from the fourth anniversary of execution of the LOI to exercise the Second Option by completing the following:
- Issuing 500,000 common shares to the Company and completing an additional $1 million of exploration expenditures on the Project on or before the fifth anniversary of the LOI.
Subsequent to April 30, 2020, Benton completed and received data from its recently flown Heliborne HighResolution Magnetic and Time-Domain Electromagnetic Survey at the Project. A preliminary examination of the data has identified several high-priority targets associated with known copper sulphide mineralization as well as other targets outside the main zones currently being explored within the Project. Survey data on the southern portion of the Project exhibits multiple sub-parallel conductive zones associated with gabbro, ultramafic and volcanic rocks and will be the subject of further exploration.
Results from a five square kilometre soil and rock geochemistry sampling program completed over the central copper targets have also been received and analyzed interpreted by the Benton. The soil survey in particular has
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provided a number of Cu anomalies adjacent or along strike of the Far Lake #1 and #2 structures, which have been shown to contain abundant chalcopyrite, intense silicification and often brecciation in previous work completed. In addition to Cu anomalies, there are areas of anomalous values of Mo, Ni, Pb, U and Zn in soil which will be used to target field work and help to define a geological model for the Project. Benton has initiated infill soil sampling to delineate the anomalies in greater detail and plans to expose outcrop in these new areas by mechanical stripping in the coming weeks. To date, highlights on the Far Lake #1 structure include a 0.7 m channel sample across massive sulphide that assayed 22.0% Cu, 30.2 g/t Ag, and 0.25 g/t Au and another channel containing 3.54% Cu over 3.0 m, including 4.96% Cu over 1.0 metre. Far Lake #2 is a wider structure, exhibits silicification and brecciation and contains chalcopyrite. It has seen no stripping or channel sampling and these activities will also be completed this field season.
Certain mineralization (chalcopyrite ± bornite, covellite, magnetite) and alteration (silicification, carbonate, sericite) identified to date at Far Lake displays characteristics suggestive of multiple mineralizing events and resemble certain aspects of porphyry and Iron-Oxide-Copper-Gold (IOCG) style alteration and mineralization. Other evidence for these models at Far Lake includes elevated rare earth and uranium geochemistry over 500 m within the centre of the main magnetic high (granitic intrusive) and a moderate Zn soil geochemical anomaly surrounding the periphery of the soil survey. Benton is encouraged to have a number of additional targets resulting from systematic geochemical surveying and looks forward to continuing its exploration efforts and evaluating the potential for the discovery of a large copper system.
Tesup Lake Polymetallic Property
During fiscal 2019, the Company acquired via staking a 100% interest in the Tesup Lake Polymetallic Property located approximately 285km west north-west of Thunder Bay, Ontario. The property consists of 34 mining cells covering approximately 544 hectares.
The earliest work on the property was in the late 1990s whereby a surface magnetite zone, some 25m wide and extending more than 900m along strike, was discovered. In 1997, an airborne EM-Mag survey was completed, followed by a ground HLEM geophysical survey, which together delineated a number of Mag-EM trends and targets. Three (3) holes of drilling in 1997 focused on a geophysical anomaly referred as "Conductor B", intersected up to 2.68% Cu, 0.14% Ni, 0.09% Co, and 9.7 g/t Ag. Numerous targets defined by magnetic highs with coincident EM anomalies remain untested. The Company is preparing a mineral exploration program over the claims that is planned to include a heliborne TDEM-Mag survey and a surface exploration program, including prospecting, geological mapping, and diamond drilling.
Seagull Lake Palladium-Platinum Project
During fiscal 2019, the Company signed an agreement to acquire a 100% interest in the Seagull Lake PalladiumPlatinum Project from its partners Rainy Mountain Royalty Corp. and Canadian International Pharma Corp. (formerly Black Panther Mining Group.) Seagull Lake is located approximately 90 kilometres north-northeast the Great Lakes port City of Thunder Bay, Ontario, Canada, and consists of 492 single cell mining claims totalling approximately 10,421 hectares.
The Property covers the Seagull Lake Intrusion ("SLI") which is situated in the Nipigon Plate, a geological feature interpreted to have resulted from a failed third arm of a Proterozoic-aged, mid-continent rift system. This geological environment has been compared to the Noril'sk PGE-Cu-Ni sulphide mining camp of Siberia, Russia, and as such is considered to be highly prospective for the discovery of new world class Cu-Ni-PGE deposits. This rifting event is interpreted to have generated significant known Cu-Ni-PGE deposits such as the deposits in the Duluth Gabbro Complex (Dunka Road, Minnamax, Local Boy, etc.), Minnesota, USA, and the Great Lakes Nickel deposit located in Ontario. To date, three styles of PGE mineralization have been identified in the SLI: (1) Detrital PGE-rich "black sands"; (2) Reef-type magnetite-associated PGE-rich layers; and (3) Feeder-type Cu-Ni-PGE-rich sulphide-bearing cumulates (aka Noril'sk-type) or basal accumulations. The possibility for the discovery of other styles of sulphide mineralization remains including Contact-type deposits (e.g., Lac Des Iles Mine and River Valley deposits, Ontario)
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and structurally hosted high-grade concentrations along regional fault systems. Magmatic sulphide deposits in Canada tend to have a higher palladium to platinum ratio, typically 2:1. The purchase agreements give White Metal the right to acquire 100% of the Seagull Lake property by issuing the following:
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200,000 common shares to Canadian International Pharma Corp. on TSX approval (received and issued)
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150,000 common shares to Rainy Mountain Royalty Corp. on TSX approval (received and issued)
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White Metal will also have the right to purchase the outstanding NSR interests on the property, as follows:
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0.4% of the NSR controlled by Canadian International Pharma Corp. for $600,000;
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0.3% of the NSR controlled by Rainy Mountain Royalty Corp. for $450,000; and
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1.4% of the aggregate 2.4% NSR held by a prior owner of the property for $2,000,000.
The SLI is described as an approximately 10 kilometre-diameter circular intrusive composed of ultramafic rocks with a high olivine content and thought to have been derived from a deep mantle source. Layering and multiple phases of intrusion have been recognized which suggests a favourable setting for Noril'sk-type sulphide accumulation (and other styles) in or associated with the system. The past discovery of the PGE-Cu-Ni zone suggests that the Proterozoic ultramafic intrusions in this part of the Nipigon Plate have undergone an evolutionary process capable of generating large, PGE-Cu-Ni enriched sulphide deposits. Although the Detrital-and Reef-type mineralization was the first to be recognized, the discovery of potential Noril'sk-type Cu-Ni-PGE-rich sulphide mineralization has become the focus of more recent exploration, with drill core intersections of up to 3.6 g/t Pt+Pd, 0.34% Cu, 0.21% Ni over 2.1 metres, and 1.04 g/t Pt+Pd, 0.14% Cu, 0.16% Ni over 16.0 metres. (from Pettigrew, 2002). "Geochemically the dunite core shows virtually no evolutionary behaviour, the only evolution appears to be in the PGE distribution which appears to gradually decrease up from the base of each new pulse. This suggests open system behaviour with multiple pulses of PGE-bearing, dunitic magma from a central reservoir which was not actively differentiating and which provided a significantly large enough reservoir to provide a large PGE source. The dunite core is overlain by an oxide-bearing strongly magnetic peridotite which also hosts stratiform PGE mineralization. The oxide horizon is cut by a late diabase sill and is overlain to the north by gabbroic and feldspathic peridotite horizons. These horizons overlay the magnetic rocks and attenuate the magnetic signature to the north." (from Exploration Summary, Platinum Group Metals Ltd., 2005). Numerous geophysical surveys (ground and airborne), geological mapping, soil and rock sampling, prospecting, and diamond drilling programs have been conducted on the Seagull Lake property (also referred to as Wolf Mountain). White Metal personnel are currently reviewing and compiling all available data into a new and complete geological and geophysical database to produce a current exploration model aimed at generating new targets for future exploration programs, primarily diamond drilling programs. With recent surges in palladium prices, the Company has a renewed interest in the project and as such during the period ended January 31, 2020, diamond drilling permit applications were filed for the property.
The most recent diamond drilling and re-sampling of historical drill holes was completed by Platinum Group Metals (“PTM”) between 2001 and 2005. This work reported encouraging concentrations of PGE from drill core intercepts with the highest concentrations of PGE reported in 2005 (see PTM news release dated 01/04/2005). PTM reported that their exploration drilling had demonstrated lateral continuity of the mineralized zones within the SLI Seagull Intrusion and that they were typically characterized by near 1:1 platinum to palladium ratios, significant Cu and Ni grades and strongly elevated concentrations in the other “rarer PGEs” (Rh, Ir, Os, Ru). PTM also noted that historical PGE-Cu-Ni intercepts from the SLI compare favourably to the famous Merensky Reef in South Africa’s Bushveld Complex with known mineralized horizons at the SLI being considerably shallower than those currently being mined and explored in South Africa.
PTM reported on “total PGE” analyses from drill core which in addition to platinum and palladium included the “rarer PGEs” rhodium, iridium, osmium, and ruthenium (Table 1). PTM noted that the concentrations of the “rarer PGEs” were unusually high compared to their global database of PGE mines, deposits and occurrences (see PTM news release dated 22/04/2005).
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Table 1. Historical drill core assay results with total PGE (Platinum Group Metals Inc., 22/04/2005).
| Drill Hole | Horizon | From | To | *Int | Au | Pt | Pd | Ir | Os | Rh | Ru | 6PG E+A u |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (m) | (m) | (m) | (ppb) | (ppb) | (ppb) | (ppb) | (ppb) | (ppb) | (ppb) | (g/t) | ||
| WM05-20 | Lower Dunite |
329.12 | 333.40 | 4.28 | 47 | 826 | 895 | 120 | 151 | 54 | 41 | 2.13 |
| incl. | 331.68 | 333.40 | 1.72 | 88 | 1526 | 1640 | 221 | 289 | 99 | 71 | 3.93 | |
| incl. | 331.68 | 332.12 | 0.44 | 220 | 3690 | 3990 | 674 | 891 | 294 | 204 | 9.96 | |
| WM00-01 | Lower Dunite |
577.30 | 581.54 | 4.24 | 60 | 669 | 781 | 79 | 114 | 37 | 27 | 1.77 |
| incl. | 578.16 | 580.00 | 1.84 | 78 | 852 | 993 | 125 | 188 | 54 | 40 | 2.33 | |
| WM00-05 | Peridotite | 734.45 | 736.00 | 1.55 | 134 | 1731 | 2069 | 39 | 54 | 30 | 10 | 4.07 |
| incl. | 735.43 | 736.00 | 0.57 | 251 | 3250 | 3920 | 58 | 83 | 50 | 13 | 7.63 | |
| WM00-06 | Peridotite | 390.23 | 391.29 | 1.06 | 2 | 505 | 623 | 18 | 22 | 13 | 15 | 1.20 |
| WM00-01 | Upper Dunite |
533.14 | 536.41 | 3.27 | 30 | 223 | 260 | 26 | 29 | 13 | 10 | 0.59 |
*it is not known if these drill hole intervals represent true widths and are therefore being treated as core length intersections.
Drill hole WM05-20, which contains the shallowest intercept to date of the Lower Dunite Reef, between 329.12 and 333.40 metres vertical depth, returned 6PGE (Pt, Pd, Rh, Ir, Os, Ru) plus Au concentrations (“6PGE+Au”) of 2.13 g/t over 4.28 m, including 3.93 g/t 6PGE+Au over 1.72 m, and 9.96 g/t 6PGE+Au over 0.44 metres. PTM also reported a high-grade intercept from the Peridotite Zone (drill hole WM00-05) that returned 7.63 g/t 6PGE+Au, within a broader intercept of 1.55 metres grading 4.07 g/t 6PGE+Au.
Re-sampling of quartered drill core from the Lower Dunite Reef Zone (drill hole WM00-01) returned 1.84 m of 2.30 g/t 6PGE+Au within a broader zone, between 577.3 and 581.54 m vertical depth, of 4.24 m grading 1.76 g/t 6PGE+Au. PTM’s re-sampling also confirmed the presence of the Upper Dunite Reef Zone in hole WM00-01 over a 3.27 m interval between 533.14 and 536.41 m, grading 0.57 g/t 6PGE+Au. Re-logging and re-sampling of drill hole WM00-06, collared approximately 600 m east of hole WM00-05, also intersected the Peridotite Zone and returned 1.20 g/t 6PGE+Au over 1.06 m between 390.23 and 391.29 metres. Hole WM00-06 is 1,150 m (1.15 km) southwest of the previously reported high-grade Peridotite Zone intercept of 6.21 g/t 6PGE+Au over 0.65 metres in drill hole WM04-17. Both the Upper and Lower Dunite Reefs were also identified in hole WM05-22 which returned lower concentrations of PGE.
During the year ended April 30, 2020, the Company signed a letter of intent (“LOI”) with Quadro Resources Ltd. (“Quadro”) in regards to the Seagull Lake Platinum-Palladium Project. The terms of the option agreement, which grant Quadro the right to earn a 70% interest, being contemplated under the LOI are as follows:
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$50,000 cash payment (received) and issuance of 1 million Quadro common shares (received) as well as a $300,000 work program on the property during the first year;
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$100,000 cash payment, issuance of 2,250,000 Quadro common shares and a $500,000 work program on the property on or before the second anniversary; and
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$125,000 cash payment, issuance of 3,250,000 Quadro common shares and a $750,000 work program on the property on or before the third anniversary.
After vesting a 70% interest, a joint-venture is formed on the basis of 70% Quadro/30% White Metal expenditures with the issuance of a 0.5% Net Smelter Return Royalty (“NSR”) upon dilution to less than 10%. The LOI is pending approval by the TSX Venture Exchange.
During the year ended April 30, 2020, the Company acquired by staking an interest in two additional prospective Copper-Nickel-PGE targets totaling 3,633 hectares located about 17 km northeast of the Seagull/Disraeli property.
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The Spike Lake PGE Project (“Spike”) consists of 107 Single Cell Mining Cells (“SCMC”s) which together cover approximately 2,259 ha. These mining claims cover multiple airborne magnetic anomalies, a property-wide gravimetric low, and a historical drill hole (SR02-01) completed in 2002 by Teck Cominco Ltd. (MENDM Assessment Report 2.23795) which intersected mafic-ultramafic intrusive rocks containing anomalous Cu, Ni, Pt and Pd. Together, this historical information is suggestive of a new mafic-ultramafic intrusive body or an extension of the Disraeli Intrusion which is located about 4 km to the southwest and has itself been the subject of numerous historical exploration programs targeting Ci-Ni-PGE mineralization.
The Elm Lake PGE Project (“Elm”) consists of 65 SCMCs which together cover about 1,374 ha. These mining claims cover several magnetic anomalies, several gravimetric highs, and a historical drill hole (ST02-01) completed in 2002 by Teck Cominco Ltd. (MENDM Assessment Report 2.23795) which intersected mafic-ultramafic intrusive rocks containing anomalous Cu, Ni, Pt and Pd. Together, this historical information is suggestive of a new maficultramafic intrusive body.
Tower Stock Gold Property
Subsequent to April 30, 2020, the Company signed a binding letter of intent (“LOI”) with prospector Melvin Stewart (the “Optionor”) in regards to the option acquisition of the Tower Stock Gold Project (the “Project” or the “Property”), located in Conmee Township about 40 km west-northwest of the port city of Thunder Bay, Ontario. The Project currently covers approximately 2,010 ha comprising both unpatented and patented mining claims.
Under the LOI, White Metal has the option to acquire 100% of the Project subject to a 2% underlying royalty on some of the claims comprising the Property (the “Underlying Royalty”) by issuing to the Optionor 1,200,000 common shares of the Company and making cash payments totalling $145,000 over a period of three (3) years. More specifically, details of the three-year option are:
-
On receipt of regulatory approval: $25,000 cash payment, issuance of 300,000 shares.
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1st Anniversary: $30,000 cash payment, issuance of 300,000 shares.
-
2nd Anniversary: $40,000 cash payment, issuance of 300,000 shares.
-
3rd Anniversary: $50,000 cash payment, issuance of 300,000 shares.
The Optionor has reserved a 1% net smelter returns royalty on certain claims that are not in conflict with the Underlying Royalty and the Optionor will be given a 2% net smelter returns royalty on additional claims that the Company has staked (collectively the “Optionor NSR”). The Company has the right to purchase 50% of such Optionor NSR for $1 million and advanced royalty payments of $5,000 per year (payable in cash or shares of the Company at its option) are payable on the Optionor NSR commencing on the fourth anniversary of the LOI.
Mineralization on the Property is described as syenite-associated disseminated gold and similar to that found in the Kirkland Lake and Malartic gold camps and at the Young-Davidson Mine (Alamos Gold). Mineralization hosted by established operations is not necessarily indicative of mineralization hosted on the Company’s Property. Pyrite, the main sulphide mineral, is generally an indication of anomalous concentrations of gold and typically occurs as disseminations in volcanic flows, tuffs and breccias, polymictic conglomerates, and feldspar porphyries, syenite intrusives and brecciated syenite associated with the Tower Mountain Intrusive Complex (“TMIC”). Historical exploration work has defined three gold zones to date; the U-V Zone, 04-36 Zone, and A-D/31 Bench Zone (referred to herein as the Bench Zone). The 04/36 and Bench zones are located about 500 m southwest and 800 m southeast of the U-V Zone, respectively.
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21
Historical Estimate
Historical mineral resource estimates, completed in compliance with National Instrument 43-101 (“NI 43-101”) at the time of publication, were completed on the U-V Zone (Caracle Creek International Consulting, 2006 - published) and on the Bench Zone (Revolver Resources, 2013 - unpublished). In 2006, Caracle Creek International Consulting Inc. completed an NI 43-101 Maiden Mineral Resource Estimate and Technical Report on the U-V Zone (Table 1). Historical reports, modelling and interpretation suggest numerous opportunities to expand areas of lowand high-grade gold at the U-V and Bench zones and for expansion of the 04/36 Zone. The Company is also reviewing other exploration opportunities around the TMIC and in the region.
Table 1. Inferred Mineral Resource Estimate at 0.3 g/t Au Cut-off, Caracle Creek (2006)
| Zone | Tonnes | Au(ppb) | Au(g/t) | Contained Grams | Contained Ounces |
|---|---|---|---|---|---|
| U | 2,353,902 | 770 | 0.77 | 1,811,412 | 58,238 |
| V | 1,617,681 | 539 | 0.54 | 872,750 | 28,059 |
| Total: | 3,971,583 | 0.68 | 2,684,162 | 86,297 |
source: Independent Mineral Resource Estimation, Tower Mountain Gold Deposit, ValGold Resources Ltd.; Prepared by Caracle Creek International Consulting Inc. and Clark Exploration Consulting Inc., Effective February 9, 2006.
The Company is treating the tonnages and grades reported in Table 1 as historical mineral resources. This historical estimate was prepared using categories and definitions consistent with CIM Definition Standards of Mineral Resources and Mineral Reserves at the time of completion of the “estimate”, as outlined in National Instrument 43101, Standards of Disclosure for Mineral Projects (“NI 43-101“), a qualified person has not done sufficient work to classify the historical estimates as current mineral resources and therefore the Company is not treating the historical estimates as current mineral resources. Investors are cautioned that the historical estimates do not mean or imply that economic deposits exist on the Property. The Company has not undertaken any independent investigation of the historical estimates or other information contained in this press release nor has it independently analyzed the results of the previous exploration work in order to verify the accuracy of the information. The Company believes that the historical estimate and other technical information contained in this news release are relevant to continuing exploration on the Property.
A summary of drill core assays from selected historical diamond drill holes is provided in Table 2. It is also important to note that a multitude of historical drill holes ended in gold mineralization and a selected list is provided in Table 3. Historical exploration data and information provided in Tables 2 and 3 has not been verified by a Qualified Person.
Table 2. Summary of selected historical drill core assay
| Drill Hole | *Interval(m) | Width(m) | Au(g/t) |
|---|---|---|---|
| DDH 02-02 | 30.5 – 42.5 | 12 | 3.28 |
| including | 41.0 – 42.5 | 1.5 | 23.17 |
| DDH 02-03 | 57.5 – 59.0 | 1.5 | 1.28 |
| and | 162.5 – 236.0 | 73.5 | 1.05 |
| including | 177.5 – 192.5 | 15 | 2.08 |
| Including | 179.0 – 180.5 | 1.5 | 5.05 |
| TM03-11 | 12.0 – 13.5 | 1.5 | 1.2 |
| and | 51.0 – 91.5 | 40.5 | 1.27 |
| including | 63.0 – 67.5 | 1.5 | 7.31 |
| including | 66.0 – 67.5 | 1.5 | 19.76 |
| TM-04-01 | 64.5 – 70.5 | 6 | 2.76 |
| and | 81.0 – 84.0 | 3 | 3.06 |
| including | 81.0 – 82.5 | 1.5 | 5.64 |
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| Drill Hole | *Interval(m) | Width(m) | Au(g/t) |
|---|---|---|---|
| TM-04-02 | 42.0 – 43.5 | 1.5 | 546.8 |
| and | 69.0 – 85.5 | 16.5 | 1.73 |
| including | 84.0 – 85.5 | 1.5 | 13.73 |
| TM-04-03 | 33.0 – 34.5 | 1.5 | 2.47 |
| and | 64.5 – 84.0 | 19.5 | 47.22 |
| including | 73.5 – 75.0 | 1.5 | 588.89 |
| including | 75.0 – 76.5 | 1.5 | 19.12 |
| TM-04-06 | 132.0 – 133.5 | 1.5 | 3.26 |
| and | 133.5 – 135.0 | 1.5 | 164.69 |
| and | 135.0 – 138.0 | 3 | 1.17 |
| TM-04-09 | 51.0 – 52.5 | 1.5 | 1.26 |
| and | 171.0 – 232.5 | 61.5 | 2.4 |
| including | 177.0 – 184.5 | 7.5 | 4.17 |
| including | 195.0 – 214.5 | 19.5 | 3.41 |
| including | 222.0 – 232.5 | 10.5 | 3.21 |
| TM-04-12 | 246.0 – 289.5 | 43.5 | 1.02 |
| including | 271.5 – 282.0 | 10.5 | 2.07 |
| TM-04-15 | 64.5 – 81.0 | 16.5 | 3.89 |
| including | 70.5 – 72.0 | 1.5 | 34.46 |
| and | 273.0 – 274.5 | 1.5 | 1.01 |
| TM-04-16 | 117.0 – 120.0 | 3 | 3.29 |
| including | 103.5 – 106.5 | 3 | 1.32 |
| TM-04-19 | 43.5 – 78.0 | 34.5 | 1.25 |
| including | 46.5 – 48.0 | 1.5 | 15.76 |
| including | 64.5 – 67.5 | 3 | 2.12 |
| and | 90.0 – 96.0 | 6 | 3.13 |
| TM-04-22 | 183.0 – 193.5 | 10.5 | 3.25 |
| TM-04-24 | 246.0 – 250.5 | 4.5 | 1.06 |
| and | 264.0 – 270.0 | 6 | 1.5 |
| and | 298.5 – 334.5 | 36 | 1.02 |
| including | 298.5 – 300.0 | 1.5 | 9.35 |
| including | 304.5 – 324.0 | 19.5 | 1.89 |
| including | 333.0 – 334.5 | 1.5 | 1.14 |
| and | 30.0 – 34.5 | 4.5 | 7.5 |
| and | 208.5 – 211.5 | 3 | 3.96 |
| TM-04-36 | 43.5 – 48.0 | 4.5 | 1.77 |
| and | 54.0 – 57.0 | 3 | 25.23 |
| including | 54.0 – 55.5 | 1.5 | 50.03 |
| and | 75.0 – 78.0 | 3 | 3.87 |
| and | 222.0 – 223.5 | 1.5 | 1.24 |
| TM-05-38 | 16.5 – 24.0 | 7.5 | 5 |
| including | 18.0 – 19.5 | 1.5 | 16 |
| TM-11-62 | 152 - 225.5 | 73.5 | 0.82 |
23
| Drill Hole | *Interval(m) | Width(m) | Au(g/t) |
|---|---|---|---|
| including | 168.5 - 189.5 | 21 | 1.76 |
| including | 180.5 – 188 | 7.5 | 3.44 |
| TM-11-63 | 180.5 - 185 | 4.5 | 4.93 |
| and | 228.5 - 239 | 10.5 | 0.36 |
| and | 302 - 312.5 | 10.5 | 0.41 |
| and | 356 - 365 | 9 | 1.75 |
| TM-11-67 | 14 - 101 | 87 | 0.98 |
| TM-11-75 | 20 - 30.5 | 10.5 | 0.58 |
| and | 38 - 65 | 27 | 2.01 |
| and | 80 - 93.5 | 13.5 | 0.56 |
| and | 104 - 114.5 | 10.5 | 0.32 |
| TM-11-84 | 6.5 - 21.5 | 15 | 0.44 |
| and | 63.5 - 65 | 1.5 | 1.1 |
| and | 71 - 116 | 45 | 1.01 |
| including | 71 - 78.5 | 7.5 | 2.43 |
| and | 81.5 - 95 | 13.5 | 0.85 |
| and | 104 - 110 | 6 | 1.93 |
*intervals are not indicative of true widths
Table 3. Summary of selected drill holes that terminated in gold mineralization (hosted by volcanic rocks).
| Zone | Drill Hole | End of Hole (m) |
Final Assay Au (ppb) |
||
|---|---|---|---|---|---|
| U-V | TM-02-03 | 236 | 741 | ||
| U-V | TM-03-11 | 201 | 303 | ||
| U-V | TM-04-21 | 225 | 387 | ||
| Bench | TM-04-30 | 201 | 1563 | ||
| Bench | TM-07-56 | 401 | 1978 | ||
| Bench | TM-11-73 | 120 | 403 | ||
| Bench | TM-11-74 | 152 | 1007 | ||
| Bench | TM-11-77 | 122 | 712 | ||
| Bench | TM-11-86 | 146 | 938 | ||
| Bench | TM-11-87 | 152 | 889 | ||
With at least 2 km of potential strike between the U-V Zone gold deposit in the northwest and the last recorded exploration drilling (TM-07-58: 6.0 metres @ 5.42 g/t Au) to the southeast, the Company believes there is ample opportunity to build both low- and high-grade gold resources, to expand current mineral resources, and to make additional new discoveries.
Newfoundland, Canada:
Little Joanna Gold Property
During fiscal 2019, the Company executed an option agreement to acquire a 100% interest in the Little Joanna Gold Property located in Central Newfoundland. The property is approximately 25 kilometres northeast of the town of Glenwood, is accessible by resource roads that originate from either Glenwood or Birchy Bay, and comprises 280 claim units, covering 6,979 hectares. The property is also approximately 45 kilometres northeast of the Moosehead Gold Project owned by Sokoman Minerals Corp. (formerly Sokoman Iron Corp.) (“Sokoman”). Sokoman recently
24
announced their gold-bearing discovery hole (see Sokoman news release, dated July 24, 2018), reporting an assay result of 44.96 g/t Au over 11.90 metres (from 109.00 to 120.90 metres).
To exercise the option agreement, the Company is required to complete a series of cash payments totaling $170,000 and share issuances totalling 1,800,000 shares to the optionor of the project as follows:
-
$15,000 and 300,000 common shares upon receipt of regulatory approval; (paid and issued)
-
$25,000 and 300,000 common shares on or before the first anniversary; (terminated)
-
$30,000 and 300,000 common shares on or before the second anniversary; (terminated)
-
$40,000 and 400,000 common shares on or before the third anniversary; (terminated) and
-
$60,000 and 500,000 common shares on or before the fourth anniversary. (terminated)
The optionor will retain a 2% NSR, of which the Company will have the right to purchase half (1%) at any time for $1 million and have the ROFR on the remaining 1%. The option agreement is subject to an advance royalty payment of $7,000 per year, payable in cash or shares, after year five of the option.
During the year April 30, 2020, the Company terminated the option and returned the property to the vendor. All deferred exploration and evaluation expenditures associated with the project were written off during the current year.
Williams Polymetallic Property
During the fiscal 2019, the Company executed an option agreement for a 100% interest in the Williams Polymetallic Property located 40 kilometres southeast of the abovementioned Moosehead Gold Project owned by Sokoman. The property is approximately 40 km southwest of the town of Glenwood, is accessible by resource roads that originate from the Trans-Canada Highway. The property consists of 8 claim units covering 199 hectares.
To exercise the option agreement, the Company is required to complete a series of cash payments totaling $170,000 and share issuances totalling 1,800,000 shares to the optionor of the property as follows:
-
$15,000 and 300,000 common shares upon receipt of regulatory approval; (paid and issued)
-
$25,000 and 300,000 common shares on or before the first anniversary; (terminated) $30,000 and 300,000 common shares on or before the second anniversary; (terminated) $40,000 and 400,000 common shares on or before the third anniversary; (terminated) and $60,000 and 500,000 common shares on or before the fourth anniversary. (terminated)
The optionor will retain a 2% NSR, of which the Company will have the right to purchase half (1%) for $1 million and have the ROFR on the remaining 1%. The option agreement is subject to an advance royalty payment of $7,000 per year, payable in cash or shares, after year five of the option.
During the year ended April 30, 2020, the Company terminated the option and returned the property to the vendor. All deferred exploration and evaluation expenditures associated with the project were written off during the current period.
Williams West Gold Property
During the year ended April 30, 2019, the Company staked an additional 50 claim units totalling 1,247 hectares near the Williams Polymetallic Property. The newly acquired claims, held 100% by the Company, are located immediately south of the former producing Beaver Brook Antimony Mine.
During the year ended April 30, 2020, the Company wrote off all deferred exploration and evaluation expenditures due to no further work planned on the project.
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Startrek Gold-Antimony Property
During fiscal 2019, the Company executed an option agreement with Sokoman Minerals Corp. to acquire a 100% interest in the Startrek Gold Property located east of Benton, central Newfoundland. The property consists of 260 claim units (220 of which were staked by the Company) covering 6,479 hectares.
Under the option agreement, as amended, White Metal shall issue to Sokoman:
-
upon regulatory approval, 500,000 common shares of the Company; (received and issued)
-
500,000 common shares on or before December 18, 2019 (issued); and
-
750,000 common shares upon execution of an Amending Agreement, subject to TSX-V approval (originally, the Company would have had to issue 500,000 common shares of the Company on or before December 18, 2020 and 500,000 common shares of the Company on or before December 18, 2021).
The property is subject to a 2% NSR in favour of the original owner, of which, pursuant to an August 17, 2020 Amending Agreement subject to TSX-V approval, the Company will have the right to purchase from Sokoman the right to buy half (1%) at any time for $1,000,000 by paying Sokoman $175,000 cash and issuing Company common shares with a value of $250,000, and a 1% NSR in favour of Sokoman, one-half (0.5%) of which can be purchased at any time by the Company for $500,000.
The Startrek Gold Property has seen limited exploration work to date, nonetheless greater than 50 gold occurrences have been discovered on the Property through previous trenching and grab samples. Previous operators Rubicon and Sokoman have performed mechanical trenching and drilling but many gold targets remain.
During the year ended April 30, 2020, the Company released assay results from 58 rock grab samples collected from the Startrek property. The permitted Phase 1 work program is focusing on prospecting and relocating previous trenching and drill hole collar locations, as well as follow up work on numerous gold and antimony showings discovered by previous operator.
During the current re-sampling and reconnaissance prospecting program there were three northeast-trending zones examined, which the Company has named (from northwest to southeast), the Western Zone, Central Zone, and Eastern Zone. The Western, Central, and Eastern zone trends were previously identified by Rubicon's work program between 2001 and 2004. A fourth new zone, the South Zone, located on Highway 1 about 2.7 km southwest of the south end of the Central Zone, has seen no historical work and is considered a new discovery.
South Zone : this zone is hosted on or near the contact between sedimentary rocks and Devonian age Gander Lake Granite and is described as granite with quartz flooding and minor sulfides and fluorite veining within the granite and quartz veins. A mineralized boulder was also located, believed to be of local origin, described as a hydrothermal, quartz-cemented breccia, typical of epithermal systems, and containing altered clasts of sedimentary rocks. The clasts having been altered to various clay minerals and cemented together by quartz that display chalcedonic, vuggy and comb textures. Sphalerite (ZnS) and a silver-grey mineral was also observed which is believed to be a silver (tennantite-tetrahedrite series) reflected in the high silver content of the sample (138 g/t Ag); gold was also elevated up to 252 ppb Au. Only three samples were collected from this area and the Company believes that further work is warranted to properly evaluate this zone, including delineating the contact area between the granite and sedimentary rocks and finding the source of the mineralized boulder.
Western Zone : this zone is described as quartz stockwork and veins that at times, crosscut local stratigraphy. Rubicon reported anomalous gold in rock grab samples occurring periodically over the 2 km strike length. Numerous small folds were observed in the sedimentary host rock but due to the thin cover it was difficult to determine if there was epithermal veining present. Rock grab sampling (nine samples) by White Metal returned assays ranging from <5 ppb to 3582 ppb Au (3.6 g/t Au). This area contained up to 0.83% Sb (antimony).
Central Zone : White Metal personnel collected 28 rock grab samples along the Central Zone trend which was previously trenched by Rubicon. One grab sample assayed 40942 ppb Au (40.9 g/t Au) and 6700 ppb Ag (6.7 g/t
26
Ag). Assays in general range from <5 ppb Au to 40942 ppb Au, below detection to 2.68% Sb, and below detection to >1000 ppm As (arsenic). The intriguing feature about this horizon is the epithermal vein system contains geyserite (opaline silica), lattice-type veining, and fluorite in the historical Rubicon trenches. The epithermal veins can be traced for approximately 2 km along strike. The Company believes that given the high frequency of anomalous gold and intensity of epithermal veining in the trenches, further work is warranted.
Eastern Zone : this zone can be traced intermittently for 6 km and is described as intensely silicified with tourmaline and chlorite alteration, abundant arsenic and anomalous tungsten (W) and gold. This zone contains about 5% outcrop exposure. Two areas within this zone, Garlic Hill and Creek One, were visited by White Metal personnel and 13 rock grab samples were collected. Assays range from 12 ppb to 3.5 ppb Au and average 130 ppb Au. At Garlic Hill, a 10 to 12 metre-wide zone of silicification contains abundant arsenic and returned assays up to 305 ppb Au. The Creek One area appears to be several metres wide but contacts with the country rock could not be located due to overburden. Given the limited work in this poorly exposed area (<5% outcrop), the Company believes that this zone holds high potential for a new gold discovery and follow up work is planned.
Other Targets : The VLF-EM and Magnetic survey was also very effective in delineating at least three additional structural targets on the Property with similar geophysical characteristics to ones know to control known goldantimony mineralization.
Rock grab samples are selective samples by nature and as such are not necessarily representative of the mineralization hosted across the Property.
During the year ended April 30, 2020, the Company, after having completed a reconnaissance ground VLF-EM and magnetic survey, completed a 402-line kilometre, fixed-wing, high resolution aeromagnetic gradiometer and digital VLF-EM survey over the Startrek property. The geophysical survey utilized Terraquest Ltd.’s new Matrix Digital VLF-EM frequency system, coupled with their high resolution horizontal magnetic gradiometer, to map new and refine known geological structures (faults and shear zones) of which northeast-trending structures are known to host gold and antimony mineralization. The survey also defined several new structures, including a series of secondary east-west trending structures, and numerous bedrock conductors suggestive of semi-massive to massive sulphides. Together with historical data, this new information has provided the Company with new targets for ground truthing and follow-up exploration. Maps of the new geophysical survey and other features described herein can be viewed on the Company website.
The decision to fly the airborne geophysical survey was made following the positive results from a recently completed Mag-VLF-EM reconnaissance ground survey over the project. The ground survey was effective in delineating structures directly associated with known gold and/or antimony occurrences, providing additional information on the structural trends leading away from known showings. Seven north-northwest lines, up to 500 metres apart and totalling about 12 line-kilometres, were oriented perpendicular to know gold-hosting structures and surveyed using pace and compass and GPS methods for survey station control. For the most part, the magnetic signature over the known gold showings showed a mixed response with the occurrences correlating with either magnetic highs or magnetic lows or near the margins of the anomalies.
The VLF-EM ground survey was effective in delineating known gold-bearing structures which correlated very well with known gold and/or antimony occurrences. The main structure in the Eastern Zone was traced along strike for several hundred metres and the main structure in the Central Zone was also delineated by the VLF-EM survey. The Western Zone and associated structure correlated well with the VLF-EM survey results, defining the structure along strike for several hundred metres.
Off-Balance Sheet Arrangements
The Company does not have any off-balance sheet arrangements.
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Contractual Obligations
The Company has commitments as described in Note 5 of the April 30, 2020 consolidated audited financial statements with respect to certain agreements on its mineral property interests.
Related Party Transactions
Key management personnel compensation:
| April 30, 2020 | April 30, 2019 | |
|---|---|---|
| $ | $ | |
| Salaries and benefits | 99,982 | 71,824 |
| Share –based payments | 13,499 | - |
| Accounting, consulting, property contracting services, equipment | ||
| rentals and office rent | 104,888 | 124,548 |
| Total keymanagementpersonnel compensation | 218,369 | 196,372 |
All transactions with related parties have occurred in the normal course of operations and management represents that they have occurred on a basis consistent with those involving unrelated parties, and accordingly that they are measured at fair value. Details of the balances in the table above are more fully described below.
During the year ended April 30, 2020, Michael Stares, interim President of the Company, earned $99,982 in salary and statutory benefits (April 30, 2019 – $71,824) for exploration property management and administrative services and $1,575 for equipment rentals (April 30, 2019 - $895). At April 30, 2020 the Company owed Michael Stares $390 (April 30, 2019 - $618) for geophysical equipment rentals. In addition, during the year ended April 30, 2020, the Company was billed $2,800 by Stares Contracting Corp., a company co-owned by Michael Stares, for truck rentals (April 30, 2019 - $2,295). At April 30, 2020, the Company owed Stares Contracting Corp. $791 (April 30, 2019 - $nil).
During the year ended April 30, 2020, Benton Resources Inc. (“Benton”), a company Michael Stares is a director and former employee of, billed $12,000 (April 30, 2019 - $16,550) to the Company for office rent. At April 30, 2020, the Company owed Benton $nil (April 30, 2019 - $3,390).
During the year ended April 30, 2020, Jean-Pierre Colin, the former President and CEO and a current director, billed the Company $2,250 (April 30, 2019 - $35,000) for monthly consulting fees related to his duties which ended in the current year.
During the year ended April 30, 2020, Dr. Scott Jobin-Bevans, VP Exploration for the Company and a director, billed the Company $24,000 (April 30, 2019 - $24,000) for monthly consulting fees related to his duties at a rate of $2,000 per month. In addition, during the year ended April 30, 2020, the Company was billed $5,829 by Caracle Creek International Consulting Inc. (“Caracle Creek”), a company of which Dr. Jobin-Bevans is President/CEO and a director of, for property technical consulting services.
During the year ended April 30, 2020, Stares Prospecting Ltd., a company controlled by Company director Alex Stares, billed $62,263 (April 30, 2019 - $40,988) to the Company for property contracting services, equipment rentals and expense reimbursements.
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Subsequent Events
In addition to subsequent activity discussed above with respect to exploration and evaluation assets, the following events occurred after the reporting date of April 30, 2020:
- The Company completed a non-brokered private placement of flow-through and non flow-through units (the “Private Placement”). The Company raised gross proceeds totalling $1,225,250 by issuing a combination of flow-through and non-flow-through units. The Company issued 2,753,571 flow-through units at a price of $0.07 per unit, each unit consisting of one flow-through common share and one-half of one common share purchase warrant, each full warrant entitling the holder thereof to purchase an additional common share of the Company at a price of $0.10 for a period of 24 months following the date of issuance. The flow-through shares will entitle the holder to receive the tax benefits applicable in accordance with provisions of the Income Tax Act (Canada).
The Company also issued 20,650,000 non-flow through units in the Private Placement at a price of $0.05 per unit, each unit consisting of one common share of the Company and one common share purchase warrant, each warrant entitling the holder thereof to purchase an additional common share of the Company at a price of $0.10 for a period of 24 months following the date of issuance.
The Company paid cash finders’ fees totalling $12,603, as permitted by the policies of the Exchange. All securities issued pursuant to the Private Placement will be subject to a four-month hold period.
- The Company granted 150,000 stock options at an exercise price of $0.10 for a period of five years from the date of issuance to an officer of the Company.
Current and Future Changes in Accounting Policy Including Initial Adoption of International Financial Reporting Standards (“IFRS”)
Statement of Compliance
The consolidated audited financial statements, including comparatives for the year ended April 30, 2019, have been prepared using accounting policies in compliance with IFRS as issued by the International Accounting Standards Board (“IASB”).
New standards, amendments and interpretations to existing standards not adopted by the Company
The following standard is effective for annual periods beginning on or after January 1, 2019 and has been adopted by the Company:
IFRS 16, Leases
IFRS 16 introduces a single lessee accounting model and requires a lessee to recognize right of use assets and liabilities for leases. The Company elected to apply IFRS 16 using a modified retrospective approach; therefore, the comparative information has not been restated and continues to be reported under IAS 17, Leases. The details of the new accounting policy and the impact of the policy change are described below.
At inception of a contract, the Company must assess whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset over a period of time in exchange for consideration. The Company must assess whether the contract involves the use of an identified asset, whether it has the right to obtain substantially all of the economic benefits from the use of the asset during the term of the contract and if it has the right to direct the use of the asset.
As a lessee, the Company recognizes a right-of-use asset and a lease liability at the commencement date of the lease.
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Right-of-use asset
The right-of-use asset is initially measured at cost, which is comprised of the initial amount of the lease liability adjusted for any lease payments made and any initial direct costs incurred at or before the commencement date, plus any decommissioning and restoration costs, less any lease incentives received.
The right-of-use asset is subsequently depreciated from the commencement date to the earlier of the end of the lease term, or the end of the useful life of the asset. In addition, the right-of-use asset may be reduced due to impairment losses, if any, and adjusted for certain re-measurements of the lease liability.
Lease liability
A lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date discounted by the interest rate implicit in the lease or, if that rate cannot be readily determined, the incremental borrowing rate. The lease liability is subsequently measured at amortized cost using the effective interest method.
Lease payments included in the measurement of the lease liability comprise: fixed payments; variable lease payments that depend on an index or a rate; amounts expected to be payable under any residual value guarantee; the exercise price under any purchase option that the Company would be reasonably certain to exercise; lease payments in any optional renewal period if the Company is reasonably certain to exercise an extension option; and penalties for any early termination of a lease unless the Company is reasonably certain not to terminate early. The Company has not included non-lease components related to premises leases in the determination of the lease liability.
The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a lease term of twelve months or less and leases of low-value assets. The lease payments associated with these leases are charged directly to income on a straight-line basis over the lease term.
As at the May 1, 2019 date of IFRS 16 adoption and during the year ended April 30, 2020, the Company had no leases requiring recognition under IFRS 16.
Risk Management
The Company’s financial instruments are comprised of cash and cash equivalents, receivables, investments and accounts payable and accrued liabilities.
The Company’s financial instruments are exposed to certain risks, including credit risk, liquidity risk, interest rate risk and market risk.
Credit risk
Counterparty credit risk is the risk that the financial benefits of contracts with a specific counterparty will be lost if a counterparty defaults on its obligations under the contract. This includes any cash amounts owed to the Company by those counterparties, less any amounts owed to the counterparty by the Company where a legal right of offset exists and also includes the fair values of contracts with individual counterparties which are recorded in the consolidated financial statements.
- i. Trade credit risk
The Company is in the exploration stage and has not yet commenced commercial production or sales. Therefore, the Company is not exposed to significant credit risk and overall the Company’s credit risk has not changed significantly from the prior period.
-
ii. Cash and cash equivalents
-
In order to manage credit and liquidity risk the Company’s cash and short-term investments are held through large Canadian Financial Institutions.
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Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet is financial obligations as they fall due. The Company manages liquidity risk through the management of its capital structure. The Company monitors and reviews current and future cash requirements and matches the maturity profile of financial assets and liabilities.
Accounts payable and accrued liabilities are due within the current operating period.
Interest Rate Risk
The Company’s interest revenue earned on cash and or short-term investments is exposed to interest rate risk. The Company does not enter into derivative contracts to manage this risk. The Company’s exposure to interest rate risk is very low as the Company’s short-term investments are either fully liquid or bear short staggered maturity dates to mitigate the risk of fluctuating interest rates.
The Company limits its exposure to interest rate risk as it invests only in short-term investments at major Canadian Financial Institutions.
Market Risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices and is comprised of currency risk, interest rate risk, and other price risk. The Company currently does not have any financial instruments that would be impacted by changes in market prices.
Other MD&A Requirements
Additional Disclosure for Venture Issuers without Significant Revenues:
As of April 30, 2020, the Company has incurred and capitalized $918,260 (April 30, 2019 - $258,413) as exploration and evaluation assets since inception of the Company, net of write-downs, recoveries and dispositions.
Outstanding Share Data
At the date of this management’s discussion and analysis, there are 97,043,211 common shares outstanding as well as: (a) stock options to purchase an aggregate of 3,595,000 common shares expiring between April 12, 2021 and June 20, 2024 and exercisable at $0.10 per share; and (b) share purchase warrants to purchase an aggregate of 40,710,786 common shares expiring between September 21, 2020 and August 19, 2022, exercisable at $0.10 to $0.25. For additional details of share data, please refer to Note 6 of the April 30, 2020 audited consolidated financial statements.
The Company is authorized to issue an unlimited number of voting shares and an unlimited number of preferred shares issuable in series.
During September 2018, the Company closed a non-brokered private placement financing and issued 1,340,000 flow-through units at a price of $0.15 per unit for gross proceeds of $201,000. Each flow-through unit consists of one flow-through common share and one-half common share purchase warrant, each whole warrant entitling the holder thereof to acquire an additional common share of the Company at an exercise price of $0.25 until September 21, 2020. The Company paid cash commissions and expenses totaling $8,440 pursuant to the financing. The financing received regulatory approval during the year ended April 30, 2019.
On December 31, 2018, the Company completed a non-brokered private placement financing and issued 3,600,000 flow-through units at a price of $0.05 per unit for gross proceeds of $180,000. Each flow-through unit consists of one flow-through common share and one common share purchase warrant, each warrant entitling the holder thereof
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to acquire an additional common share of the Company at an exercise price of $0.15 until December 31, 2020. The Company paid cash commissions and expenses totaling $6,550 pursuant to the financing.
On June 17, 2019, the Company issued 14 million common shares pursuant to the closing of two private placements for gross proceeds totaling $700,000. The placements consisted of $0.05 units, with each unit containing a common share of the Company and a common share purchase warrant, each warrant entitling the holder thereto to acquire an additional common share of the Company for $0.10 until June 2021. The Company paid cash commissions and expenses totaling $19,700 and issued 294,000 broker warrants in connection with the placements under the same conditions as the warrants issued above.
On July 2, 2019, the Company issued 120,000 shares valued at $0.05 per share and issued 120,000 warrants at an exercise price of $0.10 per share until July 2021 pursuant to a shares-for-debt settlement that was filed and accepted by the TSX Venture Exchange during the current period.
On February 13, 2020, the Company issued 500,000 shares valued at $0.05 per share pursuant to the anniversary payment on the Startrek property.
Dividend Policy
No dividends have been paid on any shares of the Company since the date of incorporation, and it is not contemplated that any dividends will be paid in the immediate or foreseeable future.
Legal Proceedings
To the knowledge of the Company, there are no actual or pending legal proceedings to which the Company is or is likely to be a party or of which any of its assets are likely to be subject.
Indebtedness of Directors, Officers, Promoters and Others
No director, officer, or promoter or other member of management of the Company, or any Associate or Affiliate of any such person, is or has been indebted to the Company.
Conflicts of Interest
There are potential conflicts of interest to which the directors and officers of the Company will be subject in connection with the operations of the Company. Some of the directors and officers have been and will continue to be engaged in the identification and evaluation, with a view to potential acquisition of interests in businesses and corporations on their own behalf and on behalf of other corporations, and situation may arise where the directors and officers will be in direct competition with the Company. Conflicts, if any, will be subject to the procedures and remedies under the British Columbia Business Corporations Act.
Risk Factors
Mining Industry
The exploration for and development of mineral deposits involves significant risks, which even a combination of careful evaluation, experience and knowledge may not eliminate. While the discovery of an ore body may result in substantial rewards, few properties which are explored are ultimately developed into producing mines. Major expenses may be required to establish ore reserves, to develop metallurgical processes and to construct mining and processing facilities at a particular site. It is impossible to ensure that the current exploration programs planned by the Applicant will result in a profitable commercial mining operation.
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Whether a mineral deposit will be commercially viable depends on a number of factors, some of which are the particular attributes of the deposit, such as size, grade and proximity to infrastructure, as well as metal prices which are highly cyclical and government regulations, including regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in the Applicant not receiving an adequate return on invested capital.
Mining operations generally involve a high degree of risk. The Applicant’s operations are subject to all the hazards and risks normally encountered in the exploration, development and production of ore, including unusual and unexpected geology formations, rock bursts, cave-ins, flooding and other conditions involved in the drilling and removal of material, any of which could result in damage to, destruction of, mines and other producing facilities, damage to life or property, environmental damage and possible legal liability. Although adequate precautions to minimize risk will be taken, milling operations are subject to hazards such as equipment failure or failure of retaining dams around tailings disposal areas, which may result in environmental pollution and consequent liability.
The Applicant’s mineral exploration activities are directed towards the search, evaluation and development of mineral deposits. There is no certainty that the expenditures to be made by the Applicant as described herein will result in discoveries of commercial quantities of ore. There is aggressive competition within the mining industry for the discovery and acquisition of properties considered to have commercial potential. The Applicant will compete with other interests, many of which have greater financial resources than it will have for the opportunity to participate in promising projects. Significant capital investment is required to achieve commercial production from successful exploration efforts.
Government Regulation
The exploration activities of the Applicant are subject to various federal, provincial and local laws governing prospecting, development, production, taxes, labour standards and occupational health, mine safety, toxic substance and other matters. Exploration activities are also subject to various federal, provincial and local laws and regulations relating to the protection of the environment. These laws mandate, among other things, the maintenance of air and water quality standards, and land reclamation. These laws also set forth limitations on the generation, transportation, storage and disposal of solid and hazardous waste. Although the Applicant’s exploration activities are currently carried out in accordance with all applicable rules and regulations, no assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not be applied in a manner which could limit or curtail production or development. Amendments to current laws and regulations governing operations and activities of exploration, mining and milling or more stringent implementation thereof could have a substantial adverse impact on the Applicant.
Permits and Licenses
The exploitation and development of mineral properties may require the Applicant to obtain regulatory or other permits and licenses from various governmental licensing bodies. There can be no assurance that the Applicant will be able to obtain all necessary permits and licenses that may be required to carry out exploration, development and mining operations on its properties.
Environmental Risks and Hazards
All phases of the Applicant’s mineral exploration operations are subject to environmental regulation in the various jurisdictions in which it operates. Environmental legislation is evolving in a manner which will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors and employees. There is no assurance that future changes in environmental regulation, if any, will not adversely affect the Applicant’s operations. Environmental hazards may exist on the properties on which the Applicant holds interests which are unknown to the Applicant at present, which have been caused, by previous or existing owners or operators of the properties. The Applicant may become liable for such environmental hazards
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caused by previous owners and operators of the properties even where it has attempted to contractually limit its liability.
Government approvals and permits are currently, and may in the future be, required in connection with the Applicant’s operations. To the extent such approvals are required and not obtained; the Applicant may be curtailed or prohibited from proceeding with planned exploration or development of mineral properties.
Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Parties engaged in mining operations may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations.
Amendments to current laws, regulations and permits governing operations and activities of mining companies, or more stringent implementation thereof, could have a material adverse impact on the Applicant and cause increases in exploration expenses, capital expenditures or production costs or reduction in levels of production at producing properties or require abandonment or delays in development of new mining properties.
Production of mineral properties may involve the use of dangerous and hazardous substances such as sodium cyanide. While all steps will be taken to prevent discharges of pollutants into the ground water the environment, the Applicant may become subject to liability for hazards that cannot be insured against.
Commodity Prices
The profitability of mining operations is significantly affected by changes in the market price of gold and other minerals. The level of interest rates, the rate of inflation, world supply of these minerals and stability of exchange rates can all cause significant fluctuations in base metal prices. Such external economic factors are in turn influenced by changes in international investment patterns and monetary systems and political developments. The price of gold and other minerals has fluctuated widely in recent years, and future serious price declines could cause continued commercial production to be impracticable. Depending on the price of gold and other minerals, cash flow from mining operations may not be sufficient. Any figures for reserves presented by the Applicant will be estimates and no assurance can be given that the anticipated tonnages and grades will be achieved or that the indicated level of recovery will be realized. Market fluctuations and the price of gold and other minerals may render reserves uneconomical. Moreover, short-term operating factors relating to the reserves, such as the need for orderly development of the ore bodies or the processing of new or different grades of ore, may cause a mining operation to be unprofitable in any particular accounting period.
Uninsured Risks
The Applicant carries insurance to protect against certain risks in such amounts as it considers adequate. Risks not insured against include environmental pollution or other hazards against which such corporations cannot insure or against which they may elect not to insure.
Conflicts of Interest
Certain of the directors of the Applicant also serve as directors and/or officers of other companies involved in natural resource exploration and development. Consequently, there exists the possibility for such directors to be in a position of conflict. Any decision made by such directors involving the Applicant will be made in accordance with their duties and obligations to deal fairly and in good faith with the Applicant and such other companies. In addition, such directors will declare, and refrain from voting on, any matter in which such directors may have a conflict of interest.
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Land Title
Although the Applicant has obtained title opinions with respect to certain of its properties, there may still be undetected title defects affecting such properties. Accordingly, such properties may be subject to prior unregistered liens, agreements, transfers or claims, and title may be affected by, among other things, undetected defects which could have a material adverse impact on the Applicant's operations.
Aboriginal Land Claims
No assurance can be given that aboriginal land claims will not be asserted in the future in which event the Company's operations and title to its properties may potentially be seriously adversely affected.
Political and other risks
The Company’s DorWit and Okohongo properties located in Namibia expose the Company to different considerations and other risks not typically associated with companies in Canada. Such risks are associated with the political, economic and legal environments. The Company’s results may be adversely affected by changes in the political and social conditions in Namibia and by changes in government policies with respect to laws and regulations.
Auditors, Transfer Agents and Investor Relations
The auditor of the Company is DeVisser Gray LLP, Chartered Accountants of Vancouver, British Columbia.
The Transfer Agent and Registrar for the Common Shares of the Company is Computershare of Vancouver, British Columbia.
Investor relations duties are carried out by directors, officers, and employees of the Company.
Commitments and Contingencies
Except as otherwise discussed, the Company is in compliance with commitments required by contractual obligations in the normal course of business.
Forward Looking Statements
This management discussion and analysis contains certain forward-looking statements relating but not limited to the Company’s expectations, intentions, plans and beliefs. Forward-looking information can often be identified by forward-looking words such as “anticipate”, ”believe”, “expect”, “goal”, ”plan”, “intend”, “estimate”, “may”, and “will” or similar words suggesting future outcomes, or other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. Forward-looking information may include reserve and resource estimates, estimates of future production, unit costs, costs of capital projects and timing of commencement of operations, and is based on current expectations that involve a number of business risks and uncertainties. Factors that could cause actual results to differ materially from any forward-looking statement include, but are not limited to, failure to establish estimated resources and reserves, the grade and recovery of ore which is mined varying from estimates, capital and operating costs varying significantly from estimates, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects and other factors. Forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from expected results.
Potential shareholders and prospective investors should be aware that these statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those
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suggested by the forward-looking statements. Shareholders are cautioned not to place undue reliance on forwardlooking information. By its nature, forward-looking information involves numerous assumptions, inherent risks and uncertainties, both general and specific that contributes to the possibility that the predictions, forecasts, projections, and various future events will not occur. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking information whether as a result of new information, future events or other such factors which affect this information, except as required by law.
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