ATEX Earns 49% Interest in Valeriano Project, Amends Option Agreement
ATEX Resources Inc.
50 Richmond Street East
Toronto, Ontario M5C 1N7
TSXV: ATX
ATEX Earns 49% Interest in Valeriano Project, Amends Option Agreement
TORONTO, ONTARIO, August 28, 2023 - ATEX Resources Inc. (TSXV: ATX) ("ATEX" or the "Company") is pleased
to announce that the Company, through its wholly owned subsidiary, ATEX Valeriano SpA ("ATEX Valeriano"),
has earned a 49% interest in the Valeriano Copper Gold Project (the "Valeriano Project") after completing
significant payment and exploration milestones under the option agreement (the "Option Agreement") dated
August 29, 2019, as previously amended, between ATEX Valeriano and Sociedad Contractual Minera Valleno
("Valleno"). In connection with earning the 49% interest in the Valeriano Project, ATEX Valeriano and Valleno
also agreed to amend certain terms of the Option Agreement to simplify certain administrative and structural
matters.
"We are tremendously pleased to have reached a 49% interest in the Valeriano Project and are looking forward
to acquiring 100% after our next drilling seasons that should assure the high-grade porphyry trends and expand
the size of the deposit," stated Raymond Jannas, CEO and President of the Company.
ATEX's 49% Interest
Pursuant to the terms of the Option Agreement, ATEX Valeriano paid Valleno an aggregate of US$3.5 million,
satisfying 50% of such payment with a cash payment of US$1.75 million and 50% of such payment in 2,935,749
common shares of the Company (the "ATEX Shares"), such ATEX Shares having a deemed aggregate value of
US$1.75 million. In addition, ATEX Valeria no also met the current exploration requirements set out in the
Option Agreement, being US$10 million in explora tion expenditures on the Valeriano Project, including the
completion of not less than 8,000 metres of drilling. ATEX Valeriano was obligated to make the US$3.5 million
payment and meet those exploration milestones by August 29, 2023 in order to secure a 49% interest in the
Valeriano Project.
ATEX Valeriano can earn a 100% interest in the Valeriano Project , subject to a 2.5% net smelter royalty, by
paying a further US$8 million (half of which may be satisfied through the issuance of ATEX Shares, at Valleno's
discretion) and by incurring an additional US$5 million of exploration expenditures on the Valeriano Project by
August 29, 2025 . Upon ATEX Valeriano earning the full 100% interest in the Valeriano Project, Valleno shall
transfer its ownership in the Valeriano Project to ATEX Valeriano or as otherwise directed by the Company.
Amendments to Option Agreement
ATEX Valeriano and Valleno have also agreed to amend certain administrative and structural terms of the
Option Agreement to reduce costs and overhead to the parties. Originally, upon ATEX Valeriano earning the
49% interest in the Valeriano Project, the parties were required to form a new Chilean joint stock company to
hold their respective interests in the Valeriano Project. This requirement has been struck by the parties from
the Option Agreement. Instead, pursuant to the amendment, ATEX Valeriano remains able to acquire a 100%
interest in the Valeriano Project by meeting the unamended requirements set out above, however, in the event
that ATEX Valeriano does not exercise the option to acquire the 100% interest in the Valeriano Project, ATEX
Valeriano and Valleno would then incorporate a new Chilean joint stock company owned by both parties
proportionate to each party's respective property ownership interest.
ATEX Resources Inc.
50 Richmond Street East
Toronto, Ontario M5C 1N7
TSXV: ATX
2
Issuance of Units to SBX
In connection with the US$3.5 million-dollar payment made to Valleno under the Option Agreement, ATEX
issued 1,000,000 units (the "Units") to SBX Asesorías e Inversiones Limitada ( "SBX"), the original optionor of
the Valeriano Project, pursuant to a transfer and assignment agreement between ATEX, ATEX Valeriano and
SBX dated August 29, 2019, as amended (the "Transfer Agreement"). Each Unit consists of one ATEX Share and
one common share purchase warrant exercisable at C$0.86 to acquire one addition al ATEX Share by August
28, 2027. Following the issuance of the Units to SBX, ATEX and ATEX Valeriano have met all their outstanding
obligations under the Transfer Agreement owing to SBX.
All the securities issued by ATEX to Valleno and SBX are subject to a customary four month hold under
applicable Canadian securities law, expiring on December 29, 2023.
About ATEX Resources Inc.
ATEX is exploring the Valeriano Copper Gold Project which is located within the emerging copper gold porphyry
mineral belt linking the prolific El Indio High-Sulphidation Belt to the south with the Maricunga Gold Porphyry
Belt to the north. This emerging belt, informally referred to as the Link Belt, hosts several copper gold porphyry
deposits at various stages of development including, Filo del Sol (Filo Mining), Josemaria (Lundin Mining), Los
Helados (NGEX Minerals/JX Nippon), La Fortuna (Teck Resources/Newmont) and El Encierro
(Antofagasta/Barrick Gold).
Valeriano hosts a large copper gold porphyry deposit overlain by a near surface oxidized epithermal gold
deposit. In 2022, ATEX completed the Company's first limited drill test of the copper gold porphyry system that
is now being followed up with campaign of directional drilling to extend the high-grade trend, test new targets
and expand the mineralized envelope.
For further information, please contact:
Raymond Jannas
President & CEO
Email: [email protected]
Ben Pullinger
Senior Vice President of Exploration and Business Development
Email: [email protected]
or visit ATEX's website at www.atexresources.com
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:
This news release contains forward -looking statements, including predictions, projections, and forecasts.
Often, but not always, forward -looking statements can be identified by the use of words such as "plans",
"planning", "expects" or "does not expect ", "continues", "scheduled", "estimates", "forecasts", "intends",
"potential", "anticipates", "does not anticipate", or describes a "goal", or variation of such words and phrases
or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be
achieved. Forward-looking statements involve known and unknown risks, future events, conditions,
uncertainties and other factors which may cause the actual results, performance or achievements to be
ATEX Resources Inc.
50 Richmond Street East
Toronto, Ontario M5C 1N7
TSXV: ATX
3
materially different from any future results, prediction, projection, forecast, performance or achievements
expressed or implied by the forward -looking statements. Such forward-looking statements include, among
others: the Company earning a 100% interest in the Valeriano Project by making the US$8.0 million payment
in cash and/or ATEX Shares under the Option Agreement and incurring the required exploration expenditures
on the Valeriano Project; and the incorporation of a new Chilean joint stock company, if required.
Forward-looking statements and information involve significant risks and uncertainties, should not be read as
guarantees of future performance or results an d will not necessarily be accurate indicators of whether such
results will be achieved. Many factors could cause actual results to differ materially from the results discussed
in the forward -looking statements or information, including, but not limited to, the factors discussed above
and elsewhere in this news release, as well as unexpected changes in laws, rules or regulations, or their
enforcement by applicable authorities; the failure of parties to contracts with the company to perform as
agreed; changes in commodity prices; the interpretation and actual results of current exploration activities and
mineralization; changes in project parameters as plans continue to be refined; the results of regulatory and
permitting processes; future metals price; possible variations in grade or recovery rates; failure of equipment
or processes to operate as anticipated; labour disputes and other risks of the mining industry; the results of
economic and technical studies; delays in obtaining governmental and local approva ls or financing or in the
completion of exploration; timing of assay results; as well as those factors disclosed in ATEX 's publicly filed
documents.
Although ATEX has attempted to identify important factors that could cause actual actions, events or results
to differ materially from those described in forward-looking statements, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that
forward-looking statements will prove to be accurate, as actual results and future events could differ materially
from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-
looking statements.
Neither the TSX Venture Exchange nor its regulation services provider has reviewed or accepts
responsibility for the adequacy or accuracy of the content of this news release.