Western Pacific to Acquire Peruvian Gold Projects, Appoints Paul Matysek as Lead Advisor, Will Change Name to Oro X
Western Pacific to Acquire Peruvian Gold
Projects, Appoints Paul Matysek as Lead
Advisor, Will Change Name to Oro X
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWS WIRE SERVICES OR FOR
DISSEMINATION IN
THE UNITED STATES
/
Western Pacific to acquire two high-grade gold exploration assets, Coriorcco and Las
Antas, in southern
Peru
for cash consideration of USD
$1,500,000
and 7,050,000 shares
of Western Pacific
The 56-hectare Coriorcco Dome structure is a high priority exploration target with 17
mineralized epithermal veins. Veining may represent the upper-reaches of a low
sulphidation epithermal system with precious metal grades improving with depth
Historic targeted underground mining at Coriorcco from 2 of 17 known outcropping
veins produced over 5,720 tonnes of material, averaging 7.45 g/t Au
Highlights of limited surface rock sampling by the previous operators include:
22.90 g/t Au; 19.25 g/t Au; 14.20 g/t Au; 13.05 g/t Au
Average grade from surface sampling 1.91 g/t Au over 181 sample
Further encouraging sampling for underground workings to be verified
Appoints mining entrepreneur
Paul Matysek
as Lead Advisor. Mr. Matysek is a
consistent creator of shareholder value and has sold five publicly listed exploration and
development companies, in aggregate worth over
$2 billion
Western Pacific arranges private placement of 15,243,902 common shares at
$0.41
per
Share for gross proceeds of
$6,250,000
Changes name to Oro X Mining Corp.
VANCOUVER, BC
,
Aug. 24, 2020
/CNW/ -
WESTERN PACIFIC RESOURCES CORP.
(TSXV:
WRP)
(the "
Company
" or "
Western Pacific
") is pleased to announce it has entered into an Option
Acquisition Agreement (the "
Option Acquisition Agreement
") with Titan Minerals Ltd. ("
Titan
")
(among others) in which Western Pacific will purchase Titan's right to acquire the Coriorcco and Las
Antas gold projects located in Ayacucho,
Peru
. Upon closing of the transaction and Exchange
acceptance, the Company will appoint Mr.
Paul Matysek
as lead advisor and change its name to
"Oro X Mining Corp".
The flagship Coriorcco project is comprised of two concessions totalling 2,000 Ha and fully encloses
the high priority Coriorcco Dome Structure. The Dome hosts 17 epithermal quartz, quartz-carbonate,
and quartz-carbonate-adularia veins with Veins 3 and 6 being the most significant. These veins may
represent the upper reaches of a low-sulphidation epithermal system.
The outcropping quartz vein system is host to drill-ready targets located within an extensive belt of
volcanic hydrothermal systems. With favourable topography, access, and proximity to electrical
power, the project is well suited for low capex development of high-grade, low-tonnage mining of
veins.
"The acquisition of the Coriorcco and Las Antas options along with our proposed re-brand as Oro X
Mining speaks to the strength of our new team and the transformative nature of this transaction" said
Luis Zapata
, Chief Executive Officer of Western Pacific. He continued "The Coriorcco and Las Antas
projects are ideally located in an established mining district and have shown impressive gold grades
in very limited past production. The market is rewarding to projects with the potential to be high-
grade low-cost mines, and we will move expeditiously to advance the projects in that direction".
Coriorcco Property
The Coriorcco property is located in the San Juan de Lucanas Mining District and consists of two
contiguous mineral concessions in an established metallogenic belt recognised for its epithermal Au-
Ag mineralisation potential. The belt hosts multiple producing mines including Hochschild's
Inmaculada and Pallancata gold-silver operations 100 km down strike. Both operations exploit high
to low sulphidation epithermal systems and have collectively produced 100 Moz Ag & 1.1
Moz Au
with 33.5
Moz Ag
& 633 Koz in proven and probable reserves. Numerous publicly-listed exploration
companies are also active in the area and 9 toll-milling plants service local artisanal miners.
Mineralisation at the property is related to epithermal veins with a close spatial relationship to a
volcanic dome (Coriorcco Dome Structure) with significant silicification and argillization. Seventeen
(17) veins have been mapped at the property, the most common vein orientations are northwest and
east-northeast. Vein 3 and Vein 6, the two most significant veins, strike approximately east-
northeast, antithetic to the Andean Trend, a regionally significant orientation that exercises structural
control on mineralisation throughout the Peruvian Andes. Veins pinch and swell along-strike and
down-dip. Vein 3 and Vein 6 have been mapped on surface and extend
280m
and
405m
respectively. Crustiform quartz-carbonate veins and surrounding wall rock contain minor sulphides.
Previous exploration activity included surface channel sampling and follow-up trial mining from 2010
to 2011. Three portals were developed and over
400m
of sub-horizontal mining was completed on
three veins up to
60 m
below surface, within the silica cap of the Coriorcco Dome. The three portals
were sunk into the side of the Dome, to the east and west of the major vein swarm, and followed
mineralized Vein 3, 6 and an unnamed vein. There are 15 additional veins visible on surface within
the broader vein swarm that require systemic mapping and sampling.
Historical mining of veins 3 and 6 exploited over 5,720 tonnes of material and was shipped to a third-
party mill for processing. The underground minable width of the vein system ranged from
0.8 m
to
2.5 m
and the material produced had an average head grade of 7.5 g/t Au.
Limited surface rock sampling by the previous operators include:
22.90 g/t Au; 19.25 g/t Au; 14.20 g/t Au; 13.05 g/t Au
Average grade from surface sampling 1.91 g/t Au over 181 samples
Further encouraging sampling for underground workings to be verified
Historic sample results have not been verified by the Company, and readers are cautioned not to
place undue weight on such results. The historical grades are considered relevant; however, the
reliability, assumptions, parameters and methods used in preparing the reports are unknown. Chip
samples are selected from a larger population of samples and are not indicative of the average
grade of mineralization hosted on the Coriorcco Property.
Las Antas Property
The Las Antas property consists of two contiguous mineral concessions immediately to the south of
the Coriorcco Concessions. It lies in the same established metallogenic belt recognised for its
prospectivity for epithermal Au-Ag mineralisation, and polymetallic veins. The property hosts a large
zone of extensive hydrothermal alteration developed in volcanics at the junctions of regionally
significant northwest and northeast trending faults.
Two named prospects have been established at the property based on observed hydrothermal
alterations:
Yuracmarca is an approximately 1.9 x 1.4 km area in the northwestern part of the Property,
with pervasive hydrothermal alteration including, propylitization and argilization.
Cerro Amarillo is an approximately 3.0 x 1.5 km area in the central and southwestern part of the
Property with intense silicification.
Artisanal and small-scale miners have been intermittently active in the areas around the Property and
wider San Juan de Lucanas Mining District since pre-colonial times.
New Board and Advisors
Upon closing the Transaction, the Company will add Mr.
Paul Matysek
as Lead Advisor and Mr.
Nick
Rowley
, nominee of Titan, as a director to its board.
Mr. Matysek is a geologist/geochemist by training, a successful alpha entrepreneur and consistent
creator of shareholder value, with over 40 years of experience in the mining industry. Since 2004 Mr.
Matysek has sold five publicly listed exploration and development companies, in aggregate worth
over
$2 billion
. Currently, Mr. Matysek is the CEO of Gold X Mining Corp., which is advancing the
Toroparu Project in
Guyana
.
Mr. Rowley is an experienced corporate executive with a strong financial background with over 15
years' experience specialising in corporate advisory, M&A transactions and equities markets. He has
advised on the equity financings of numerous ASX and TSX listed companies predominantly in the
mining and resources sector. Mr. Rowley currently serves as Non-Executive Director of Titan
Minerals (ASX:TTM) and holds an executive role at Galaxy Resources Ltd (ASX:GXY). He was also
founder and Non-Executive Director of Cobalt One Ltd (ASX:CO1) which was acquired by Canadian
listed First Cobalt Corporation (TSX:FCC) in 2017.
Transaction Summary
Pursuant to the terms of the Option Acquisition Agreement, Western Pacific will acquire Titan's legal
and beneficial right, title and interest in options to acquire: (a) 100% of the legal and beneficial
interest in and to a 2,000 hectare concession known as the Coriorcco property pursuant to a cession
and option agreement (the "
Coriorcco Option Agreement
"); and (b) up to 85% of the legal and
beneficial interest in and to 1,400 hectare concession known as the Las Antas Property (together,
the "
Properties
") pursuant to an earn-in agreement (the "
Las Antas Earn-in Agreement
").
As consideration for the acquisition of the option rights over the Properties, Western Pacific will: (a)
pay cash consideration of USD
$1,500,000
of which USD
$100,000
has already been paid to Titan
as a deposit; and (b) issue to Titan and its nominees 7,050,000 Western Pacific common shares
(the "
Shares
"); and (c) reimburse Titan up to USD $150,000 in relation to certain expenses incurred
in connection with the Properties.
If the Company exercises its option to acquire the Coriorcco property, Western Pacific will grant to
Titan a 1% net smelter royalty (the "
NSR
") over the Coriorcco property.
Additionally, the Company has agreed to make a conditional payment to Titan (in cash or Shares at
Western Pacific's option) based on the size of the mineral resource (in the measured and indicated
category) that is established on the Coriorcco property in a technical report prepared in accordance
with National Instrument 43-101.
Titan will receive:
(i) USD
$1,000,000
if a measured and indicated resource of 500,000 to 999,999 ounces of
gold is established
(ii) USD
$1,500,000
if a measured and indicated resource of 1,000,000 to 1,499,000 ounces
of gold is established
(iii) USD
$2,000,000
if a measured and indicated resource in excess of 1,500,000 ounces of
gold is established
At closing, the Company will enter into an Investor Rights Agreement with Titan in which Titan will be
granted certain ancillary rights. The Investor Rights Agreement will grant Titan an anti-dilution right, a
board nomination right and certain information rights. The Investor Rights Agreement will terminate in
the event that Titan's Share ownership falls below 5%. The Company also anticipates paying a
finder's fee consisting of 764,695 Shares in connection with the Transaction to an arm's length third
party, subject to TSX Venture Exchange (the "
Exchange
") acceptance.
This Transaction is subject to: (i) the completion of a private placement for minimum gross proceeds
of
C$4,000,000
; (ii) the receipt of all necessary consents, approvals, authorizations (including
Exchange approval) for the Transaction; and (iii) other customary conditions for a transaction of this
type.
The Transaction, if completed, is a Fundamental Acquisition, as defined under the policies of the
Exchange. The arm's length Transaction will not require Western Pacific shareholder approval and
trading of the Company's common shares will be halted, Pursuant to Exchange policy.
Change of Name
On the closing of the Transaction, subject to Exchange acceptance, the Company will change its
name to "Oro X Mining Corp."
Private Placement
Pursuant to the terms of the Option Purchase Agreement and concurrent with the closing of the
Transaction, Western Pacific will offer a private placement (the "
Private Placement
") of 15,243,902
common shares of Western Pacific at a price of
$0.41
per Share for gross proceeds of
$6,250,000
.
The Company may pay finder's fees on the Private Placement in cash or share purchase warrants or
a combination of thereof within the maximum amount permitted by the policies of the Exchange.
Western Pacific intends to use the net proceeds of the Private Placement to fund the costs of the
Transaction, for exploration of the Properties, for expenses associated with expanding the
Company's operations to
Peru
and for general working capital purposes.
Coriorcco and Las Antas Option Agreements
Under the Coriorcco Option Agreement, Western Pacific will have the right to acquire a 100%
interest in the Coriorcco property by making a payment of USD
$3,000,000
plus general sales tax
and granting a production royalty to the underlying concession holder (the "
Coriorcco Royalty
").
If Western Pacific exercises the option to acquire the Coriorcco property, the royalty payments are
calculated as follows:
Price per dry metric tonne of gold bearing ore
Before 4 years
After 4 years
Vein Ore
$ 3.50
$ 7.00
Disseminated Ore
$ 0.50
$ 1.00
The Coriorcco Royalty can be repurchased for USD
$1,000,000
(the "
Buy-Back Right
") prior to the
fifth anniversary of the Coriorcco Option Agreement. Every year following the fifth anniversary of the
Coriorcco Option Agreement, the cost of the Buy-Back Right increases by 10%.
Pursuant to the Las Antas Earn-in Agreement, Western Pacific will have the right to acquire up to an
85% interest in the Las Antas property.
Western Pacific can earn-in a 60% interest by:
Spending USD
$2,000,000
within the earn-in period (which runs for two years from the date on
which all applicable permits have been obtained).
Making a payment to the underlying concession holder of USD
$450,000
.
Once Western Pacific has obtained a 60% interest in the Las Antas property it will form a joint
venture with the underlying concession holder (the "
Las Antas Joint Venture
").
Following the creation of the Las Antas Joint Venture, Western Pacific can obtain a further 25%
interest in the Las Antas property, as follows:
(i) 5% interest from the underlying concession holder prior to the completion of a pre-
feasibility study for USD
$500,000
(ii) 10% interest from the underlying concession holder by completing a pre-feasibility study
(iii) 5% interest from the underlying concession holder following the completion of a pre-
feasibility study for USD
$1,000,000
(iv) 5% at any time within 60 days following the commencement of commercial production
from the Las Antas property for USD
$1,000,000
Information Related to the Properties
The Properties are contiguous and located in the Ayacucho Region of
Peru
, approximately 80km's
northeast of the city of Nazca, in south-western
Peru
. Further information concerning the Properties
will be included in NI 43-101 technical reports to be filed for each of the Properties which will be
available under the Company's profile at
www.sedar.com
.
Qualified Person
Mr. John E. Bolaños, who is a qualified person under NI 43-101, has reviewed and approved the
technical content of this news release and will continue consulting the Company for future press
releases. Mr. Bolaños is a M.Sc. Mining Geologist from Camborne School of Mines (U.K.) and a
Professional Geologist Eng. from The Central University of
Ecuador
(honours degree). He is a
registered member (ID 4172671) of the Society for Mining, Metallurgy & Exploration (SME) of
the
United States
; Director of the Ecuadorian College of Engineers in Geology, Mines, Oil and
Environment; and a member of the Mining Chamber of
Ecuador
. He has 27 years of experience in
the exploration and mining industry throughout the Americas.
ON BEHALF OF THE BOARD
Luis Zapata
CEO & Director
ABOUT WESTERN PACIFIC
Western Pacific Resources is a gold exploration company based in
Canada
with a focus on
Latin
America
. The company recently announced a transformative transaction to acquire previously
producing high grade gold exploration assets in
Peru
and subject to the closing of the transaction will
be renamed Oro X Mining.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined
in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy
of this release.
Completion of the Transaction is subject to a number of conditions, including but not limited to,
Exchange approval and the receipt of all regulatory consents required for the completion of the
Transaction. There can be no assurance that the transaction will be completed as proposed or at
all.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction
and has neither approved nor disapproved the contents of this press release.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the
securities described in this news release in
the United States
. Such securities have not been, and
will not be, registered under the United States Securities Act of 1933, as amended (the "U.S.
Securities Act"), or any state securities laws, and, accordingly, may not be offered or sold within
the
United States
, or to or for the account or benefit of persons in
the United States
or "U.S. Persons",
as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered
under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from
such registration requirements.
Cautionary Statement Regarding "Forward-Looking" Information
Some of the statements contained in this news release are forward-looking statements and
information within the meaning of applicable securities laws. Forward-looking statements and
information can be identified by the use of words such as "expects", "intends", "is expected",
"potential", "suggests" or variations of such words or phrases, or statements that certain actions,
events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved.
Forward-looking statements and information are not historical facts and are subject to a number of
risks and uncertainties beyond Western Pacific's control. Actual results and developments are likely
to differ, and may differ materially, from those expressed or implied by the forward-looking
statements contained in this news release. Accordingly, readers should not place undue reliance on
forward-looking statements. Western Pacific undertakes no obligation to update publicly or
otherwise revise any forward-looking statements, except as may be required by law.
SOURCE
Western Pacific Resources Corp.
View original content to download multimedia:
http://www.newswire.ca/en/releases/archive/August2020/24/c2067.html
%SEDAR: 00029200E
For further information:
Western Pacific Resources Corp., Luis Zapata, CEO, +1 236 858 9593,
CO: Western Pacific Resources Corp.
CNW 08:30e 24-AUG-20