Endurance Gold Corporation (EDG - TSX.V, "Endurance") is pleased to announce that it has closed the sale, for shares and cash, of its 100% ownership interest in the Rattlesnake Hills Property to GFG Resources (US) Inc. ("GFG"), a private company incorporated in the United States. A Letter of Intent for the sale was initially announced on August 10, 2015.
The Company's Rattlesnake Hills Property encompasses about 7,000 acres consisting of 298 unpatented lode mining claims and four Wyoming state mining leases. The property consists of both 100% owned property and a property that is subject to an option to earn 100% interest from a private vendor.
"We are pleased to see the emerging Rattlesnake Hills alkaline gold district consolidated under single ownership" stated Mr. Boyd, President and CEO of Endurance. "GFG shares our Company's vision on the unrealized discovery potential of the Rattlesnake Hills district and we look forward to benefiting both as a shareholder of GFG, and a royalty owner"
The sale price for the Rattlesnake Property is US$150,000 cash and 1,400,000 common shares in the capital stock of GFG. The Company received a total of US$150,000 and 850,000 GFG shares at closing. The remaining 550,000 GFG purchase shares are deliverable on or before February 6, 2017. GFG has assumed the 2015 annual federal payments on the lode mining claims and will also assume the obligations of an underlying option agreement which included obligations to pay the private vendor US$70,000 by December 31, 2016 and issue Endurance common shares to vest ownership. Concurrent with this sale, the Company, GFG, and the vendor renegotiated the terms of this option agreement such that the private vendor received GFG common shares instead of the Company's shares.
The Company retains a 2% net smelter returns royalty ("NSR") on the 298 unpatented lode mining claims, a 1% NSR on the State leases, and a 1% NSR on certain private fee simple mineral rights if those rights are acquired by GFG. GFG can purchase one-half of the NSR prior to December 31, 2017 for a cash payment of US$750,000, and thereafter, at any time, for a cash payment of US$1,500,000.
Within seven (7) years of closing, the Company may also be entitled to two payments of bonus shares for a total of an additional 750,000 GFG common shares on the achievement of certain technical thresholds on the Rattlesnake Hills Property. The first 375,000 GFG common shares will be payable in the event of a Discovery Drill Hole as defined in the sale agreement to include a drill intersection of at least 100 gram-metre gold equivalent and a further 375,000 GFG common shares payable in the event that an independent NI 43-101 resource calculation defines an aggregate mineral resource (including the "inferred mineral resource", category within the meaning of NI 43-101) of at least 500,000 ounces of gold equivalent.
GFG have agreed to use reasonable commercial efforts to obtain a listing on a recognized stock exchange in Canada or the US prior to March 31st, 2016. The GFG common shares received and deliverable after this event will be based on an equivalency formula and will be subject to resale restrictions and hold periods under the applicable securities laws and regulations.
Endurance Gold Corporation is a company focused on the acquisition, exploration and development of highly prospective North American mineral properties with the potential to develop world-class deposits. The Company's exploration focus, for projects operated by Endurance, is intrusive-related mineral systems with potential for discovery of major new precious or rare metals deposits, and its business plan offers shareholders exposure to several majority-owned exploration projects with significant discovery potential such as the Elephant Mountain Gold Property in Alaska and the Bandito Rare Earth-Niobium Property in the Yukon. The company also owns 35.5% in the Pardo joint venture, a Precambrian-aged paleoplacer gold system. Please visit www.endurancegold.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release. This news release may contain forward looking statements based on assumptions and judgments of management regarding future events or results that may prove to be inaccurate as a result of factors beyond its control, and actual results may differ materially from the expected results.