Conquest Receives TSXV Conditional Approval FOR
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55 University Avenue, Suite 1805
Toronto, Ontario, Canada,
M5J 2H7
www.conquestresouces.com
+1 647 728 4126
CONQUEST RECEIVES TSXV CONDITIONAL APPROVAL FOR
● ACQUISITION OF CANADIAN CONTINENTAL
● Private Placement Financing up to $3,000,000
● Consolidation of Shares - One for Two and One half (1:2.5)
Annual and Special Meeting of Shareholders August 31, 2020
Toronto, Ontario-August 7, 2020
Conquest Resources Limited (TSX-V: “CQR”) (“Conquest “ or “the Company”) is pleased to report that it
has received conditional a cceptance from the TSX Venture Exchange (“TSXV”) for the previously
announced acquisition of Canadian Continental Exploration Corp (the “Acquisition”) and the previously
announced private placement financing of up to $ 3 million (the “Financing”). See Conquest News Release
July 16, 2020.
Canadian Continental Exploration Corp. (“CCEC”) holds an extensive package of mining claims which
surrounds Conquests’ Golden Rose Mine Project at Emerald Lake in the Temagami mining camp northeast
of Sudbury, Ontario, as well as approximately $900,000 in a combination of cash and Osisko Metals shares.
The package consists of almost 10,000 hectares of under explored mining lands highly prospective for
precious and base metals , which include the Teckmag1 and Eaglerock claims, When combined with the
Company’s current land holdings, including the past producing Golden Rose Mine, Conquest will control
over 130 square kilometers making it the one of the largest land holders in the Temagami Mining Camp.
Under the Acquisition Agreement, Conquest will issue 40,306,667 post consolidated shares of Conquest
to the shareholders of CCEC , on the basis of one post consolidated share for each share of CCEC held.
Conquest will also issue 2,900,000 options, under the Company’s Stock Option Plan, exercisable at $0.15
per consolidated share ( equivalent to $0.06 per pre -consolidated share) expiring in September 2021, in
replacement for existing options currently outstanding in CCEC . Co mpletion of the Acquisition and
Financing will not result in any Person who was previously not an Insider becoming an Insider of Conquest.
Final acceptance of the Acquisition by the TSXV is subject fulfilling the requirements of the Exchange.
Canadian Continental Exploration Corp is a private company with 87 shareholders, of which Inventus
Mining Corp, holding 17%, is the largest. Upon completion of the Acquisition, Consolidation, and assuming
a financing of $2 million, existing Conquest shareholders will own approximately 50% of the resulting
shares in the enlarged company, with CCEC shareholders owning 37% and new investors approximately
13%. Two nominees of CCEC , Thomas Obradovich and Jamie Levy, will be invited to join the board of
Conquest.
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Share Consolidation - One for Two and One half (1:2.5)
Subject to shareholder approval at an Annual And Special Meeting of Shareholders to be held on August
31, 2020, Conquest will consolidate all its issued and outstanding common shares at a consolidation ratio
of one (1) new post -consolidation share for every two and one half (2.5) pre -consolidation shares (the”
Consolidation”) immediately prior to the completion of the Acquisition, and conditional thereon.
Private Placement Financing up to $3,000,000
In conjunction with the Acquisition, and conditional thereon , and subject to final acceptance of the
TSXV, Conquest will complete a non-brokered private placement of up to $3 million.
The financing will consist of a combination of units at a price of 12 cents per unit, which will include a
common share and a 2 year half warrant exercisable at 18 cents, and flow through shares at a price of 15
cents per share.
The securities will be issued in the form of Subscription Receipts which will be converted to shares and
warrants upon completion of the Consolidation and the Acquisition. Up to 25,000,000 post consolidated
shares may be issued upon conversion of the Subscription Receipts.
Final acceptance of the Financing by the TSXV is subject to filing all documentation required by the Policies
of the Exchange and confirmation of completion of the Consolidation.
Use of Proceeds – Potential for three styles of mineral deposits
Upon completion of the Acquisition and the Financing, Conquest will have approximately $3 to $4 million
in funds, the flow through portion of which will be used to advance the Company’s expanded Golden Rose
Project. The balance of funds will ensure the Company has ample funds for general corporate purposes,
working capital and future acquisitions.
Historical mining operations at the Golden Rose gold mine between 1915-1988 produced approximately
52,000 oz of gold from structurally controlled, high-grade quartz-pyrite veins, hosted within two Banded
Iron Formations.
In addition to exploration for gold on the past producing Golden Rose Mine, in which gold mineralization
is hosted in porphyry intruded banded iron formations, potential for two other styles of economic mineral
deposits have been identified within the enlarged land package.
There is evidence for the potential of Sudbury style Nickel-Copper- PGE and Cobalt deposits, such as the
high grade Copperfields Mine located on Temagami Island which was the mine which began the storied
history of Teck Resources Ltd.
There is also evidence of Archean paleo placer deposits ana logous to South Africa’s Witwatersrand gold
deposits, such as the discoveries made by Inventus Mining in nearby Pardo Township.
About Conquest
Conquest Resources Limited incorporated 1n 1945 is a mineral exploration company that is engaged in
the exploration of gold properties in Ontario.
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Conquest owns 100% interest in the Golden Rose Project at Emerald Lake, in the Temagami mining camp,
located approximately 65 kilometers northeast of Sudbury, Ontario, underlain by highly prospective
Abitibi Greenstone geology along a strike length of 17 kilometers. The former Golden Rose Mine is located
deep within the regionally large, unexplained Emerald Lake (Temagami) Anomaly which closely resembles
the magnetic signature of the adjacent Sudbury Basin.
Conquest also owns a 100% interest in the Alexander Gold Property located immediately east of the Red
Lake and Campbell Mines in the heart of the Red Lake Gold Camp on the important “Mine Trend” regional
structure. Conquest’s property is almost entirely surrounded by Evolution Mines land holdings.
In addition, Conquest owns a 100% interest in the Smith Lake Gold Property which consists of six patented
claims and 181 staked mining claims to the north, west and south of the Renabie Gold Mine in Rennie
Township which had production of over 1,000,000 ounces of gold.
FOR FURTHER INFORMATION CONTACT:
John F. Kearney
Chairman
416-362-6686
Robert Kinloch
President
306-881-8296
Paul Smith
Senior Geologist
902-698-2662
Forward-looking statements.
This news release may include certain "forward-looking statements". All statements other than statements of historical fact, included in this
release, including, without limitation, statements regarding potential mineralization, resources and reserves, exploration results, and future
plans and objectives of Conquest, are forward-looking statements that involve various risks and uncertainties. There can be no assurance
that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such
statements. Important factors that could cause actual results to differ materially from Conquest’s expectations are exploration risks detailed
herein and from time to time in the filings made by Conquest with securities regulators. 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 the
accuracy of this release.