Bruner Gold Projet - Exclusivity Agreement
CANAMEX GOLD CORP
Suite 970-777, Hornby St
Vancouver, BC V6Z 1S4
Canada
+1 604 833 4278
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CANAMEX GOLD CORP - NEWS RELEASE
Bruner Gold Project – Exclusivity Agreement
Convertible Debentures – Forbearance Agreement
April 6th , 2021 - Vancouver, Canada - Canamex Gold Corp. (the “ Company” or
“Canamex”) (CSE: CSQ) provides a news release regarding an Exclusivity Agreement
on the Bruner Gold Project executed on March 31 st, 2021 ( the “Exclusivity
Agreement” ); and an update on the status of its secured convertible debentures
issued by the Company on October 25, 2016 and December 23, 2016 and which
matured on October 25, 2019 and December 23, 2019, respectively (the
“Debentures”).
Exclusivity Agreement
On March 31st, 2021 the Company executed an Exclusivity Agreement with a third
party, for the potential sale and purchase of the Company’s 100% controlling beneficial
interest in the Bruner Gold Project (the “Transaction”).
Under the Exclusivity Agreement, the terms of the Transaction are non -binding and
indicative, until after completion of positive due diligence and comple tion of other
customary closing conditions, including approval by the Board and the shareholders of
the Company, and the execution of a definitive binding agreement.
The Company will keep all stakeholders updated, on the progress of the Transaction
as milestones are completed.
If a definitive binding agreement is executed with regards to the Transaction, then the
Gold Forward sale Agreement with MetalStream (refer below) will be terminated by the
Company, being a condition precedent.
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Forebearance Agreement
The Company is pleased to announce that a Forbearance Agreement dated April 1st,
2021 has been executed by the Company and Concept Capital Management Ltd.
(“Debenture Holders Agent”).
The Debenture Holders Agent has agreed to further forbear from exercising their rights
and remedies under the Debentures and related security documents (collectively, the
“Loan Documents”) arising from the delays by the Company in paying interest and
repaying the principal of the Debent ures, provided that the Outstanding Obligations
under the Debentures are repaid on or before August 31st, 2021.
If the Company fails to make full payment, including any agreed penalties, on or before
August 31st, 2021, then the Debenture Holders Agent shall be entitled , at their sole
discretion, to enforce their rights under the Loan Documents.
Gold Forward Sale - Update
On July 15 th, 2020 the Company provided an update regarding the status of its Gold
Forward Sale Agreement (the “ Agreement”) with MetalStream Ltd (“ MetalStream”),
originally announced January 27, 2020 and an extension announced April 23, 2020.
The Company advised that the initial first tranche payment was increased to
US$5,500,000; and was delayed due to Covid-19 related banking and logistic delays,
experienced by Metal Stream. Despite these Covid-19 related delays, the Company
and MetalStream remain fully committed to the Agreement ; and the first tranche
payment is expected to be completed before August 31st, 2021.
The subsequent second and third tranches payable under the Agreement were also
amended as follows:
a) Second tranche payment of US$5,000,000 was increased to US$5,500,000.
b) Third tranche payment of US$25,000,000 was reduced to US$24,000,000.
The Company proposes to use the above proceeds from its Agreement with
MetalStream, to settle the interest and any penalties, and repaying the principal of the
Debentures, on or before August 31st, 2021.
If a definitive binding agreement is executed with regards to the Bruner Gold Project
Transaction announced above, then the Gold Forward sale Agreement with
MetalStream will be terminated by the Company, being a condition precedent.
The Company will keep all stakeholders updated, on the progress of the Gold Forward
Sale transaction with MetalStream.
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About Canamex
Canamex is a public listed company registered in British Columbia, Canada, trading
on the Canadian Securities Exchange (CSE: CSQ) and is engaged in pre-development
of the Bruner gold and silver project in the prolific gold jurisdiction of Nye County,
Nevada. The region is home to several producing and past-producing mines along the
Walker Lane Trend. Canamex completed a positive Preliminary Economic Assessment
(PEA) on the Bruner project in 2016. Based on additional drilling conducted on the
property, the company completed an updated PEA in 2018, which increased the
resources and improved the economics of the project.
The P EA is based primarily on indicated re sources, but also includ ed ab out 10%
inferred resources that are considere d too speculative geologically to have the
economic considerations applied to them that would enable them to be categorized as
mineral reserves, and there is no certainty that the preliminary economic assessment
will be realized.
Canamex is planning to move the Bruner project forward into permitting and
development using the proceeds from a gold stream forward sale to MetalStream
Limited. Further information is available at https://www.canamexgold.com/
Projects that proceed to construction based solely upon a PEA have a higher degree
of risk associated with them than projects that have gone through a feasibility study of
mineral reserves . Canamex is not basing its decision to proceed to permitting and
construction on a feasibility study. Feasibility level engineering will proceed in parallel
with project permitting such that both should be completed simultaneously to allow
project construction to commence after feasibility level engineering has been
completed.
On Behalf of the Board
David Vincent
President and CEO
Mike Stark
Chairman
604.833.4278
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The Canadian Securities Exchange accepts no responsibility for the adequacy or accuracy of this
release.
FORWARD LOOKING INFORMATION
This news release includes certain forward-looking statements or information. All statements other than
statements of historical fact included in this release are forward-looking statements that involve various
risks and uncertainties. Forward -looking statements in this release include statements wi th respect to
future services to be provided to the Company, and other future plans, objectives or expectations of the
Company. There can be no assurance that such statements will prove to be accurate and actual results
and future events could differ mater ially from those anticipated in such statements. Important factors
that could cause actual results to differ materially from the Company's plans or expectations include the
availability of capital and financing required to continue the Company's operations; uncertainty regarding
the performance by other entities of contractual obligations; general economic, market or business
conditions; competition and loss of key employees; regulatory changes and restrictions; timeliness of
government or regulatory approvals; and other risks detailed herein and from time to time in the filings
made by the Company with securities regulators. In connection with the forward -looking information
contained in this release, the Company has made numerous assumptions. The Company e xpressly
disclaims any intention or obligation to update or revise any forward -looking statements whether as a
result of new information, future events or otherwise, except as otherwise required by applicable
securities legislation.