JDF Announces LOI with Talent Metals Lineracão Ltda.
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JDF Announces LOI with Talent Metals Lineracão Ltda.
Vancouver, November 12, 2019 – JDF Explorations Inc, (CSE-JDF) (the “Company” or
“JDF“) is pleased to announce that it has signed a non-binding LOI with Talent Metals
Mineração Ltda, a privately held Brazilian Corporation (the “Vendor”) to acquire an option to
purchase up to a 100% undivided interest (subject to the Existing 2% NSR royalty) in and to the
Option Property known as Gold Hills. The property straddles the border between Pernambuco and
Paraíba states, northeastern Brazil and is comprised of four contiguous concessions totaling 3,499.6
ha. Gold mineralization on the property is reported to extend 13.5 km along strike, and was the
target of previous exploration work by the Brazilian geological survey (CPRM) and significant
historical artisanal mine workings, as reported in a 43-101 technical report by SRK Consulting
(U.S.) Inc., in 2011 provided by the Vendor. This report recommended further exploration work,
centered on a 40,000 m drill program. JDF intends to initiate immediately a due diligence program
to assess the Gold Hills property and its current potential,
Upon satisfactory completion of the due diligence program, Talent Metals will grant JDF an option to
acquire an undivided 51% interest in and to the Option Property by JDF completing the following
requirements:
(a
) JDF shall make a cash payment of $300,000 to Talent Metals as follows:
(i
) an initial USD$150,000 on the later of ten business days following execution of the
Option Agreement and the date of submission by Talent Metals to JDF, in writing,
of a provisional drill program for and;
(
ii) an additional USD$150,000 five business days following submission of a notice to
drill to the National Mining Agency (ANM) and approval from the CPRH State
Environmental Authority (“Permits Date").
(b
) JDF shall, within ten business days of the Permits Date, make an additional payment of
USD$300,000 to Talent Metals in shares or cash
(
c) JDF incurring qualifying expenditures of at least USD$5,000,000 on the Option Property prior
to 31 March, 2021 (including 20,000 m drilling)
S
ubject to JDF exercising the First Option, JDF shall have the option to acquire an additional 25%
interest by JDF completing a Pre-Feasibility Study before 30 June, 2022.
S
ubject to JDF exercising the Second Option, JDF shall, within 2 months of the Second Option
Expiry Date, acquire the remaining 25% legal and beneficial interest of Talent Minerals in and to the
Option Property (the "Remaining Interest"), by paying, in cash or JDF Shares, USD$25.00 per ounce
of "mineral resource”.
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JDF Explorations Inc.
November 12, 2019 Press release
The transaction contemplated by this LOI is subject to, among other things, the completion of due
diligence by JDF, the execution of a mutually satisfactory definitive option agreement (the "Option
Agreement"), JDF board of director’s approval and the receipt of any required regulatory approvals,
including of the Canadian Securities Exchange (the "CSE").
Harrison Cookenboo, Ph.D., P.Geo., is a Qualified Person as defined in Canadian National Instrument-
43-101, and has reviewed and is responsible for the technical information presented in this news
release.
About JDF Exploration
JDF explores and develops precious metals properties in the Americas.
www.jdfexplore.ca
ON BEHALF OF THE BOARD
of JDF Exploration Inc.
Gregory M Thomas, President
This news release includes certain statements that may be deemed "forward-looking statements". All
statements in this release, other than statements of historical facts, including the likelihood of
commercial mining and possible future financings are forward-looking statements. Although the
Company believes the expectations expressed in such forward-looking statements are based on
reasonable assumptions, such statements are not guarantees of future performance and actual results
or developments may differ materially from those in the forward-looking statements. Factors that
could cause actual results to differ materially from those in forward-looking statements include
unsuccessful exploration results, changes in metals prices, changes in the availability of funding for
mineral exploration, unanticipated changes in key management personnel and general economic
conditions. Mining is an inherently risky business. Accordingly the actual events may differ materially
from those projected in the forward-looking statements. For more information on the Company and
the risks and challenges of its business, investors should review the Company's annual filings which
are available at www.sedar.com
The Canadian Securities Exchange has neither approved nor disapproved of the contents of this news
release.