Sailfish Announces Agreement for Sale of its Almaden Project TORTOLA, British Virgin Islands ,
Sailfish Announces Agreement for Sale of its
Almaden Project
TORTOLA,
British Virgin Islands
,
Feb. 24, 2020
/CNW/ - Sailfish Royalty Corp. (TSX-V: FISH) (the
"Company" or "Sailfish") is pleased to announce that, together with Western Standard Metals
USA
,
Inc., its wholly-owned
Nevada
subsidiary ("WSM" and, together with Sailfish, the "Vendors"), it has
entered into an asset purchase agreement (the "Agreement") with GoldMining Inc. (TSX: GOLD)
("GOLD") to indirectly acquire a 100% interest in the Almaden-Nutmeg Mountain Project located in
Washington Country,
Idaho
(the "Assets") from the Vendors (the "Transaction").
In accordance with the terms of the Agreement, the Vendors will sell the Assets to GOLD in
exchange for the following:
C$575,000
paid in cash by GOLD, to WSM on the closing date of the sale of the Assets (the
"Closing Date"); and
the issuance of such number of common shares of GOLD ("GOLD Shares") equal to
C$575,000
at a per share issue price equal to the volume-weighted average price of the GOLD
Shares on the Toronto Stock Exchange ("TSX") for the five trading days immediately prior to the
Closing Date (the "Payment Shares").
The closing of the Transaction is subject to certain closing conditions, such as the receipt of
applicable governmental or regulatory approvals, including conditional approval from the TSX for the
issuance of the Payment Shares.
Akiba Leisman
, CEO states, "the sale of Almaden converts a non-core asset acquired as part of the
Terraco acquisition in
August 2019
into cash and securities that will supplement cash flow from the
El Compas royalty until cash flow from the San Albino gold steam comes online later this year.
Additionally, Sailfish will have the ability to purchase the remaining shares under its amended normal
course issuer bid announced on
September 5, 2019
, which allows for the repurchase of up to
2,974,522 shares."
About Sailfish
Sailfish is a precious metals royalty and streaming company. Within Sailfish's portfolio are two
cornerstone assets on advanced stage projects in the Americas: a gold stream equivalent to a 3%
NSR on the San Albino gold project (~3.5 sq. km) and a 2% NSR on the rest of the area (~134.5 sq.
km) surrounding San Albino in northern
Nicaragua
; and an up to 3.5% NSR on the Tocantinzinho gold
project in the prolific Tapajos district of northern
Brazil
. The acquisition of Terraco Gold Corp. adds a
potential cornerstone asset: an up to 3% NSR on the multi-million ounce
Spring Valley
gold project in
Pershing County, Nevada
.
Sailfish is listed on the TSX Venture Exchange under the symbol "FISH" and on the OTCQX under
the symbol "SROYF". Please visit the Company's website at
www.sailfishroyalty.com
for additional
information.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in
the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Forward-Looking Information
This press release contains "forward-looking information" and "forward-looking statements"
(collectively, "forward-looking statements") within the meaning of applicable Canadian securities
legislation. All statements, other than statements of historical fact, are forward-looking statements
and are based on expectations, estimates and projections as at the date of this press release. Any
statement that involves discussions with respect to predictions, expectations, beliefs, plans,
projections, objectives, assumptions, future events or performance (often but not always using
phrases such as "expects", "is expected" "anticipates", "plans", "budget", "scheduled", "forecasts".
"estimates", "believes" or intends" or variations (including negative and grammatical variations) of
such words and phrases or stating that certain actions, events or results "may" or "could, "would",
"might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be
forward-looking statements. In this press release, forward-looking statements relate, among other
things, to: the ability of the parties to satisfy the conditions precedent to complete the Transaction
and the ability of the Vendors to give effect to the sale, conveyance, assignment, transfer and
delivery of the Assets to GOLD; and necessary shareholder and regulatory approvals.
These statements are based upon assumptions that are subject to significant risks and uncertainties,
including assumptions that all conditions to the closing of the Transaction will be satisfied; and that
the parties to the Agreement will be able to obtain shareholder, director and regulatory approvals,
as applicable.
Although the Vendors consider these assumptions to be reasonable based on information currently
available to them, they may prove to be incorrect, and the forward looking statements in this press
release are subject to numerous risks, uncertainties and other factors that may cause future results
to differ materially from those expressed or implied in such forward looking statements. Such risk
factors may include, among others, the risk that required approvals and the satisfaction of material
conditions are not obtained in connection with the Transaction; and the risk that the Transaction is
not approved or completed on the terms set out in the Agreement or at all. Although the Vendors
believe that the expectations reflected in forward-looking statements are reasonable, they can give
no assurances that the expectations of any forward-looking statements will prove to be correct.
Except as required by law, the Vendors disclaim any intention and assume no obligation to update or
revise any forward looking statements to reflect actual results, whether as a result of new
information, future events, changes in assumptions, changes in factors affecting such forward
looking statements or otherwise.
SOURCE
Sailfish Royalty Corp.
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For further information:
Akiba Leisman, CEO, tel. 203-862-7059 or Cesar Gonzalez, Director and
Vice President of Corporate Development, tel. 203-862-7009.
CO: Sailfish Royalty Corp.
CNW 16:30e 24-FEB-20