Savannah Gold Corp. Announces the Signing of a Binding Letter Of Intent With 1975293 Alberta Ltd., operating as E3 Metals.
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SAVANNAH GOLD CORP.
FOR IMMEDIATE RELEASE
Contact: Investor Relations April 25, 2017
Phone (604) 684-2181 2017-04-08
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES.
Savannah Gold Corp. Announces the Signing of a
Binding Letter Of Intent With 1975293 Alberta Ltd., operating as E3 Metals.
Vancouver, British Columbia - (April 25, 2017) – SAVANNAH GOLD CORP. (TSX.V:SAV.H)
(the “Corporation ” or “ Savannah ”) is pleased to announce that it has entered into a binding Letter
of Intent (“ LOI ”) dated April 24, 2017 with 1975293 Alberta Ltd., operating as E3 Metals (“ E3
Metals ”). Savannah and E3 Metals will enter into a defini tive Share Exchange Agreement (the
“Definitive Agreement ”) whereby all outstanding securities of E3 Metals will be exchanged for
securities of Savannah (the “Transaction ”), which constitutes a Fundamental Acquisition (as that
term is defined in the policies of the TSX Venture Exchange (the “ TSXV ”)) by Savannah. The
final structure of the Definitive Agreement is subj ect to applicable corporate, securities and tax
considerations. The Transaction is an arm’s length transaction.
On closing of the Transaction, it is anticipated th at Savannah will change its name to E3 Metals
Corp. and will carry on with the development of E3 Metals’ “petro-brine” projects in south-central
Alberta. The Corporation proposes to complete a reactivation and upgrade to Tier 2 on the TSXV
following the Transaction.
About E3 Metals
E3 Metals is a private company incorporated under t he Alberta Business Corporations Act and
headquartered in Calgary, Alberta. Canada. E3 Metals, is a lithium “petro-brine” exploration and
development company focusing on the Clearwater and Exshaw Projects covering the Leduc
reservoir in south-central Alberta. These projects were specifically selected, and first to be staked
in the region for lithium exploration, due to their ability to deliver the large volumes of water
required for direct extraction of lithium from petro-brines. Historical lithium concentrations in the
region range as high as 140mg/L within the reservoir. Ease of on-the-ground access and the large
amount of existing infrastructure available associa ted with the production of oil and gas is the
reason E3 Metals has focused its efforts in the region. Centrally located around Red Deer, the city
which is the hub for oil and gas service companies operating in the province, E3 Metals will look
to leverage access to the existing infrastructure i n order to lower both costs and risks for the
assessment and potential development of its projects.
In Alberta, lithium is known to exist within the sa line water (or “petro-brine”) that sits directly
below certain very well understood oil reservoirs. E3 Metals plans to systematically sample each
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of its project areas to determine the concentration of lithium over a significant area, far larger than
historically sampled, and create a development stra tegy based on locating the areas of highest
lithium concentrations within the reservoir. E3 Metals will be able to use the large amount of data
available on the reservoir’s physical properties fr om the oil and gas industry, allowing the
Corporation to move quickly to developing a mineral resource.
“The ultimate goal of E3 Metals is to develop a project capable of producing in excess of 20,000t
of lithium carbonate equivalent (LCE) per year. Given the high water deliverability of the lithium
petro-brine, E3 Metals believes its project goal is achievable” said Chris Doornbos, who will
assume the role of President and CEO of the Corpora tion on closing of the Transaction. “We
believe that the listing of E3’s shares on the TSXV is a good strategic move for our company as it
will allow E3 Metals to raise the necessary capital so that we can focus on launching and expanding
our exciting and critical business.”
Upon completion of the Transaction, it is anticipat ed that certain of Savannah’s current
management will resign and that representatives of E3 Metals with the requisite experience to
manage the Corporation will be appointed officers, in order to satisfy the requirements of the
TSXV. Additionally, the board of directors of the Corporation will be comprised of five members
as follows:
Proposed Directors and Officers of the Corporation
It is proposed that the following individuals will be appointed and/or remain directors and officers
of the Corporation on closing:
Chris Doornbos , President, Chief Executive Officer and Director
Chris has a broad range of experience in developing mineral projects across the globe. His
experience covers the spectrum from greenfields exp loration to project development. Chris has a
strong technical background and has successfully dr iven projects through to the development
stages including a very successful track record of expanding resources by using innovative and out
of the box thinking. Chris has experience in capital raising both privately and publicly, assisted in
the founding of public junior mining companies and the sale and acquisition of mineral properties.
Chris emphasises risk management, developing and ma naging an exceptional technical team and
well-strategized project generation, with a clear f ocus on developing and capturing value for
shareholders. He is the CEO of Revere Development Corp. and was the Vice-President of
Exploration for MinQuest Ltd.
Mike O’Hara , Director
Mike is an oil & gas executive and registered profe ssional engineer with 35 years’ experience in
founding, developing and managing profitable, growth oriented oil and gas companies. He has a
solid track record in the evaluation, negotiation and acquisition of high quality oil & gas properties
and joint venture opportunities. Formerly, Mike wa s the President of Bernum Petroleum Ltd,
President, Director and Founder of Xergy Processing Inc and CEO, President, Director & Founder
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of Calahoo Petroleum Ltd., a TSX listed E&P company , sold in 2000 to Samson Petroleum for
~$130MM .
Jeremy Read , Director
Jeremy is a seasoned mineral resource industry exec utive, having worked on a broad range of
precious and base metals projects in Australia, Africa, North America, India and Scandinavia. He
has wide ranging experience in project generation, greenfields, brownfields and project
development. Jeremy spent 11 years working for BHP in Africa and Australia, including several
years as the Manager of BHP’s Australian Exploration Team. From 2003 Jeremy has concentrated
on developing junior mineral resource companies, cr eating and capturing value for
shareholders. He has been the Managing Director of four ASX listed resource companies;
Discovery Metals, Meridian Minerals, Avalon Mineral s and MinQuest. Jeremy has also listed
companies on the Alternative Investment Market in London and the Botswana Stock Exchange.
Paul Reinhart , Director
Paul brings his over 30 years of experience in providing early stage project financing and advisory
services. Paul’s experience and expertise in the resource exploration business includes Kokanee
Explorations, Far West Mining and Bearing Resources. He is currently CEO of Sora Capital Corp,
an Investment Issuer focused on the technology indu stry. He is also President of Vanhart Capital
Corporation, a privately held investment company, s pecializing in funding and advisory services
for early stage companies.
Peeyush Varshney , Director
Peeyush has been actively involved in the capital m arkets since 1996 and has been a principal of
Varshney Capital Corp., a private merchant banking, venture capital and corporate advisory firm
since 1996. Mr. Varshney obtained a Bachelor of C ommerce degree (Finance) in 1989 and a
Bachelor of Laws in 1993, both from the University of British Columbia. He then articled at a
large regional business law firm in Vancouver, British Columbia, from 1993 to 1994, and has been
a member of the Law Society of British Columbia sin ce September 1994. Mr. Varshney is also
director of TSX listed Mountain Province Diamonds I nc. and TSX Venture Exchange listed
Canada Zinc Metals Corp. and Margaret Lake Diamonds Inc.
Debbie Lew , CFO
Debbie has been with Varshney Capital Corp, a Vanco uver based merchant banking, venture
capital and corporate advisory services firm, for o ver 16 years and took on the management role
in finance and administration in 2006. Ms. Lew obtained her designation as a CPA, CGA in 2007.
Ms. Lew is a director and/or officer of various publicly traded companies.
Share Exchange Transaction
On closing of the Transaction, Savannah will pay E3 Metals $150,000 and issue to the shareholders
of E3 Metals (i) a total of 6,000,000 common shares of the Corporation in exchange for 100% of
the outstanding shares of E3 Metals and (ii) 600,000 share purchase warrants (the “ Warrants ”) in
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exchange for 100% of the outstanding share purchase warrants of E3 Metals. Each Warrant will
be exercisable into one common share in the capital of the Corporation at an exercise price of
$0.30 per share until April 19, 2020.
The completion of the Transaction is subject to a n umber of conditions, including but not limited
to, the execution of the Definitive Agreement, comp letion of satisfactory due diligence including
the delivery and satisfactory review of the audited financial statements of E3 Metals and the
approval of the Transaction by each of the TSXV and the board of directors of each of Savannah
and E3 Metals.
Miscellaneous Terms
The securities to be issued in connection with the Transaction 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 may not be offered or sold within the United States or to U.S.
Persons (as defined in Regulation S promulgated und er the U.S. Securities Act) unless registered
under the U.S. Securities Act and applicable state securities laws or an exemption from such
registration is available.
Unless agreed between the Corporation and E3 Metals, the LOI will terminate on the execution of
the Definitive Agreement.
About Savannah
The Corporation’s historical business activity has been related to the exploration and development
of precious metals properties. Subsequent to completing the Transaction, the Corporation will not
pursue precious metals exploration or development b ut will continue with the development of
resource assets in the lithium sector.
Completion of the Transaction is subject to a numbe r of conditions, including TSXV acceptance.
The Transaction cannot close until the required app rovals are obtained. There can be no
assurance that the Transaction will be completed as proposed or at all.
The TSX Venture Exchange has in no way passed upon the merits of the proposed Transaction and
has neither approved nor disapproved the contents of this press release.
ON BEHALF OF THE BOARD OF SAVANNAH GOLD CORP .
(Signed) “Praveen Varshney”
Praveen Varshney
President
For further information contact Peeyush Varshney at 604 684-2181.
Reader Advisory
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Neither TSX Venture Exchange nor its Regulation Ser vices Provider (as that term is defined in policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release contains “forward-looking informa tion” within the meaning of applicable securities l aws
relating to the proposal to complete the Transactio n and associated transactions, including statements
regarding the terms and conditions of the Transaction and the outlook of the business of E3 Metals. Although
the Corporation believes in light of the experience of its officers and directors, current conditions and expected
future developments and other factors that have bee n considered appropriate that the expectations refl ected
in this forward-looking information are reasonable, undue reliance should not be placed on them because the
Corporation can give no assurance that they will pr ove to be correct. Actual results and developments may
differ materially from those contemplated by these statements depending on, among other things, the risks that
the parties will not proceed with the Transaction a nd associated transactions, that the ultimate terms of the
Transaction and associated transactions will differ from those that currently are contemplated, and th at the
Transaction and associated transactions will not be successfully completed for any reason (including t he
failure to obtain the required approvals or clearances from regulatory authorities). The terms and conditions
of the Transaction may change based on the Corporation’s due diligence and the receipt of tax, corporate and
securities law advice for both the Corporation and E3 Metals. The statements in this press release are made
as of the date of this release. The Corporation undertakes no obligation to comment on analyses, expectations
or statements made by third-parties in respect of t he Corporation, E3 Metals, their securities, or the ir
respective financial or operating results (as appli cable).