Atocha Enters JV on the Strike Property in the White Gold District ‐ Yukon
May 15, 2012 ‐ Vancouver, British Columbia, CANADA – Atocha Resources (the Company), TSX.V – ATT is pleased to report that it has entered into an option agreement entitling Goldstrike Resources Ltd. (TSX.V – GSR) to acquire up to an 80% interest in fourteen mineral claims in the “White Gold” District of the Yukon.
Atocha’s Strike claims, (the “Property”), are immediately adjacent to Goldstrike’s “Lucky Strike” property, located approximately fifteen kilometers east of Kinross's Golden Saddle deposit. The gold in soil geochemistry and associated geophysics indicates a key structure, possibly gold mineralized, extends through Goldstrike’s Lucky Strike claims on to the Strike property. A press release issued by Goldstrike on May 14, 2012, via www.sedar.com stated “The new ground is considered by the Company’s consulting geologists to have strong gold potential, and this option secures a key land package indicated by the significant exploration results to date.” Goldstrike also stated in the release, “The 2012 exploration program on the Lucky Strike, which is now proposed to include the Strike claims, is to consist of additional prospecting, mapping and trenching designed to expand the gold anomalies and delineate diamond drill targets.”
The essential terms of the option agreement are as follows:
1. Upon payment of $5,000 and issuance of 50,000 Goldstrike shares to Atocha, Goldstrike will have the right and option (the "Initial Option") to acquire a 30% interest in the Property by:
a. payment to Atocha of an additional $5,000 on or before September 30, 2012;
b. the issuance to Atocha on or before September 30, 2012 of the lesser of:
i. 50,000 Goldstrike shares; or
ii. that number of Goldstrike shares which is equal to the quotient obtained by dividing $50,000 by the "Issue Price" (as defined below) on September 30, 2012; and
c. incurring exploration expenditures of $100,000 on or before December 15, 2013.
2. Subject to exercise of the Initial Option, Goldstrike will have the right and option (the "First Additional Option") to acquire an additional 20% interest in the Property (for a total of 50%) by:
a. the issuance to Atocha on or before December 15, 2013 of the lesser of:
i. 100,000 Goldstrike shares; or
ii. that number of Goldstrike shares which is equal to the quotient obtained by dividing $100,000 by the Issue Price on December 15, 2013; and
b. the issuance to Atocha on or before December 15, 2014 of the lesser of:
i. 100,000 Goldstrike shares; or
ii. that number of Goldstrike shares which is equal to the quotient obtained by dividing $100,000 by the Issue Price on December 15, 2014.
3. Subject to exercise of the First Additional Option, Goldstrike will have the further right and option (the "Second Additional Option") to acquire an additional 30% interest in the Property (for a total of 80%) by incurring additional Expenditures of $700,000 on or before December 15, 2016.
4. For the purposes of the Option Agreement, "Issue Price" means the greater of the Minimum Deemed Share Price and the market price of such Goldstrike Shares at the applicable time; and:
a. "Minimum Deemed Share Price" means $0.285, which was the Discounted Market Price (as defined in the policies of the TSX‐V) of Goldstrike's shares on the last trading day prior to the date of this news release; and
b. "market price" means the volume weighted average trading price of Goldstrike shares on the TSXV or such other exchange on which Goldstrike may then be listed for the 30 trading days prior to the date specified for issuance of such Goldstrike shares.
5. The interest in the Property acquired by Goldstrike upon exercise of the Initial Option, the First Additional Option or the Second Additional Option, as the case may be, will be subject to an underlying royalty equal to 2% of net smelter returns from production from the Property, of which 2/3 (i.e. 2/3 of 2%) may be purchased by Goldstrike and Atocha ratably according to their interests in the property after such time, if any, as a development decision is made.
6. Upon Goldstrike exercising the Initial Option, the First Additional Option or the Second Additional Option, as the case may be (or upon Goldstrike delivering a notice that it will not exercise the First Additional Option or the Second Additional Option after having so elected, or the First Additional Option or the Second Additional Option expiring), Goldstrike and Atocha will be deemed to have formed a joint venture for the purpose of further exploring and, if deemed warranted, developing the Property. If either party's joint venture interest is thereafter reduced to less than 10%, such interest shall be converted to a 2% NSR.
The option is the subject of an arm's length agreement with Atocha. No finder's fee will be paid in connection with the proposed option.
Derrick Strickland, P. Geo., is a qualified person, as defined by National Instrument 43‐101, of the technical information in this release.
Shareholders and Investors are encouraged to sign up to the Company mail list in order to receive timely updates. Please visit www.atocharesources.com or email [email protected] to add your contact details.
ABOUT ATOCHA
Atocha is a natural resources company engaged in the acquisition and exploration of mining/exploration properties, mainly for copper and precious metals. The Company has a 100% undivided interest in the McGillivray Property, located in the Kamloops Mining Division of British Columbia. The Company has an option to acquire a 100% undivided interest in the Atkinson (Detour Lake) gold project in Ontario, wholly owns the Trove, Descouverte and Bijou gold properties in the Abitibi of Quebec and the Sol Riche and Tresor Nord/Sud REE properties in Montviel Township in Quebec, the Montpellier and Saint Sixte graphite properties in Quebec and the Strike 101‐ 114 gold claims near Dawson City, Yukon.
For further information on Atocha, please refer to www.sedar.com.
For further information, please contact:
Marcy Kiesman, Chief Executive Officer Telephone: 604.696.1111 Facsimile: 888.266.3983 E‐mail: [email protected] Website: www.atocharesources.com
Forward‐Looking Statement
This document may contain or refer to forward‐looking information based on current expectations, including, but not limited to timing of mineral resource estimates, future exploration or project development programs and the impact on the Company of these events. Forward‐ looking information is subject to significant risks and uncertainties, as actual results may differ materially from forecasted results. Forward‐ looking information is provided as of the date hereof and we assume no responsibility to update or revise them to reflect new events or circumstances. For a detailed list of risks and uncertainties, as it relates to Atocha Resources Inc., please refer to the Company's Prospectus filed with SEDAR.
The TSX Venture Exchange does not accept responsibility for the accuracy or adequacy of this release.