Galane GOLD Announces Earn-IN Option Agreement FOR Botswana Prospecting Sites
For immediate release
GALANE GOLD ANNOUNCES EARN-IN OPTION AGREEMENT FOR BOTSWANA
PROSPECTING SITES
TORONTO, ONTARIO – March 19, 201 8: Galane Gold Ltd. (“ Galane Gold ” or the
“Company”) (TSX -V: GG) is pleased to announce that it has entered into an earn -in
option agreement (the “Earn-in Agreement”) with B2Gold Corp. (“B2Gold”).
Under the Earn -in Agreement, B2Gold has the option to indirectly acquire, in tranches,
up to 70% of the shares of a newly incorporated subsidiary (“ Newco”) of Galane Gold
which has applied for two gold prospecting licences over an aggregate of approximately
520 km 2 located around the Company’s Mupane property , excluding its current
operations and mining licences, in Botswana.
Galane Gold CEO, Nick Brodie commented: “This represents a great opportunity for
Galane and B2Gold to join together to target exploration in the Tati Greenstone Belt . The
Tati Greenstone Belt is highly prospective and it is hoped wi th our large historic
exploration database, which has identified numerous targets, and B2Gold’s exploration
expertise that we will identify a significant resource.”
The option is exercisable in tranches upon meeting certain exploration project related
expenditure thresholds as follows: (i) B2Gold is to contribute US$500,000 within one
year of the Conditions Satisfaction Date (as described below); (ii) B2Gold is to receive a
51% indirect interest in Newco upon contributing an additional US$2,000,000 in
exploration project related expenses within three years of the Conditions Satisfaction
Date; and (iii) B2Gold is to receive an additional 19% indirect interest in Newco upon
contributing an additional US$1,50 0,000 in exploration project related expenses within
four years of the Conditions Satisfaction Date. If B2Gold has not completed the last
tranche of expenditures in the stipulated timeframe, B2Gold must transfer its 51%
indirect interest in Newco to Galane Gold for no additional consideration.
It is expected that the Earn -in Agreement will be replaced by a definitive shareholders
agreement governing the parties’ interests in Newco.
The Conditions Satisfaction Date will occur upon the satisfaction or waiv er of various
conditions precedent in the Earn -in Agreement, including completion of due diligence by
B2Gold and the issuance of the prospecting licenses to Newco. After the Conditions
Satisfaction Date, B2Gold will carry out exploration on the properties with guidance
received from a jointly formed technical committee. B2Gold may terminate the Earn -in
Agreement if all conditions are not fulfilled or waived by June 13, 2018.
About Galane Gold
Galane Gold is an un -hedged gold producer and explorer with mining operations and
exploration tenements in Botswana and South Africa . Galane Gold is a public company
and its shares are quoted on the TSX Venture Exchange under the symbol “GG”. Galane
Gold’s management team is comprised of senior mining professional s with extensive
experience in managing mining and processing operations and large -scale exploration
programmes. Galane Gold is committed to operating at world -class standards and is
focused on the safety of its employees, respecting the environment, and c ontributing to
the communities in which it operates.
Cautionary Notes
Certain statements contained in this press release constitute “forward -looking
statements”, including timing for first production at Galaxy and increasing capacity at
the processing plant. All statements other than statements of historical fact contained in
this press release, including, without limitation, those regarding the Company’s future
financial position and results of operations, strategy, proposed acquisitions, plans,
objectives, goals and targets, and any statements preceded by, followed by or that
include the words “believe”, “expect”, “aim”, “intend”, “plan”, “continue”, “will”, “may”,
“would”, “anticipate”, “estimate”, “forecast”, “predict”, “project”, “seek”, “should” or
similar expressions or the negative thereof, are forward -looking statements. These
statements are not historical facts but instead represent only the Company’s
expectations, estimates and projections regarding future events. These statements are
not guarantees of future performance and involve assumptions, risks and uncertainties
that are difficult to predict. Therefore, actual results may differ materially from what is
expressed, implied or forecasted in such forward-looking statements.
Additional factors that could cause actual results, performance or achievements to differ
materially include, but are not limited to: the Company’s dependence on two mineral
projects; gold price volatility; risks associated with the conduct of the Company’ s mining
activities in Botswana and South Africa; regulatory, consent or permitting delays; risks
relating to the Company’s exploration, development , plant expansion and mining
activities being situated in Botswana and South Africa; risks relating to relia nce on the
Company’s management team and outside contractors; risks regarding mineral
resources and reserves; the Company’s inability to obtain insurance to cover all risks, on
a commercially reasonable basis or at all; currency fluctuations; risks regardi ng the
failure to generate sufficient cash flow from operations; risks relating to project financing
and equity issuances; risks arising from the Company’s fair value estimates with respect
to the carrying amount of mineral interests; mining tax regimes; r isks arising from
holding derivative instruments; the Company’s need to replace reserves depleted by
production; risks and unknowns inherent in all mining projects, including the inaccuracy
of reserves and resources, metallurgical recoveries and capital an d operating costs of
such projects; contests over title to properties, particularly title to undeveloped
properties; laws and regulations governing the environment, health and safety;
operating or technical difficulties in connection with mining or develop ment activities;
lack of infrastructure; employee relations, labour unrest or unavailability; health risks in
Africa; the Company’s interactions with surrounding communities and artisanal miners;
the Company’s ability to successfully integrate acquired ass ets; risks related to
restarting production; the speculative nature of exploration and development, including
the risks of diminishing quantities or grades of reserves; development of the Company’s
exploration properties into commercially viable mines; sto ck market volatility; conflicts
of interest among certain directors and officers; lack of liquidity for shareholders of the
Company; risks related to the market perception of junior gold companies; and litigation
risk. Management provides forward -looking statements because it believes they provide
useful information to investors when considering their investment objectives and
cautions investors not to place undue reliance on forward -looking information.
Consequently, all of the forward -looking statements m ade in this press release are
qualified by these cautionary statements and other cautionary statements or factors
contained herein, and there can be no assurance that the actual results or developments
will be realized or, even if substantially realized, t hat they will have the expected
consequences to, or effects on, the Company. These forward -looking statements are
made as of the date of this press release and the Company assumes no obligation to
update or revise them to reflect subsequent information, ev ents or circumstances or
otherwise, except as required by law.
Information of a technical and scientific nature that forms the basis of the disclosure in
the press release has been approved by Charles Byron Pr. Sci. Nat., MAusIMM., MGSSA
and Chief Geologi st for Galane Gold, and a “qualified person” as defined by National
Instrument 43-101.
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 t he
adequacy or accuracy of this release.
For further information please contact:
Nick Brodie
CEO, Galane Gold Ltd.
+ 44 7905089878
www.GalaneGold.com