Latin Metals and Barrick Gold Corporation Enter into Earn-In Agreement for Exploration Projects, Santa Cruz Province, Argentina
Latin Metals and Barrick Gold Corporation Enter into
Earn-In Agreement for Exploration Projects,
Santa Cruz Province, Argentina
NR22-02 February 7, 2022
Vancouver, British Columbia – Latin Metals Inc. (“Latin Metals” or the “Company”) - (TSXV: LMS,
OTCQB: LMSQF) announces that it has entered into an earn-in agreement (the “Earn-In Agreement”) with
a wholly-owned subsidiary of Barrick Gold Corporation (“Barrick”) (TSX: ABX and NYSE: GOLD). Under the
terms of the Earn-In Agreement, Barrick has the right to acquire up to an 85% interest in the Company’s
Cerro Bayo, Cerro Bayo Sur and La Flora pro perties (the “Properties”), located in Santa Cruz Province,
Argentina (Figure 1). Barrick’s earn-in right consists of an initial option (the “First Option”) to acquire a
70% interest in the Properties and a second option (the “Second Option”) to acquire an additional 15%
(aggregate 85%) interest.
The Properties are currently subject to an underlying option agreement dated February 7, 2019, as
amended (the “Underlying Option Agreement”) (see news release dated February 11, 2019), pursuant to
which Latin Metals has the right to acquire an ultimate 100% interest in the Properties.
To exercise the First Option and earn a 70% interest by the seventh anniversary of the Effective Date
(defined below) of the Earn-In Agreement, Barrick must:
1. Make cash payments totaling US$2,321,793 pursuant to the Underlying Option Agreement;
2. Make cash payments to Latin Metals totaling US$750,000 (inclusive of $150,000 on the Effective
Date);
3. Incur exploration expenditures with respect to the Properties totaling US$5,000,000, of which
US$1,000,000 is a binding commitment (work or cash in lieu) to be spent before the second
anniversary of the Effective Date; and
4. Prepare and deliver to Latin Metals a Preliminary Economic Assessment prepared in accordance
with National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”).
To exercise the Second Option and earn an additional 15% interest by the ninth anniversary, Barrick must:
1. Make additional cash payments to Latin Metals totaling US$425,000 (aggregate US$1,175,000);
and
2. Sole fund all costs and deliver to Latin Metals a Prefeasibility Study prepared in accordance with
NI 43-101.
The binding nature of Barrick’s expenditure commitment does not become effective until the parties have
entered into an agreement with the underlying property owner to acknowledge Barrick’s rights under the
Earn-In Agreement and authorize Barrick to conduct operation on the properties ( the “Effective Date”).
In the event that such agreement is not reached within 60 days of executing the Earn -In Agreement,
Barrick may terminate the Earn-In Agreement immediately upon notice to Latin Metals.
Barrick may at any time during the term of the Earn-In Agreement accelerate the timing for payment of
any or all cash payments to Latin Metals and the underlying owner of the Properties, delivery of technical
studies, and incurring exploration expenditures.
NR22-02 Continued 2 February 7, 2022
“Barrick is a good partner who bring considerable technical and financial capability to the project" said
Keith Henderson, President and CEO of Latin Metals. “ Assuming that the Earn-In Agreement runs to full
term, Barrick’s investment of around US$8.5 million will include p ayments to the underlying vendor,
payments directly to Latin Metals and funding of work on the ground; all of which will help to limit dilution
to Latin Metals’ shareholders.” Mr. Henderson added: “Th e Earn-In A greement is consistent with the
Company’s prospect generator model, and the work contemplated, if successful, would advance the
projects considerably, while Latin Metals will retain a minority interest.”
Figure 1: Location of the Cerro Bayo, Cerro Bayo Sur, and La Flora properties, together
with Latin Metals’ additional property interests in Santa Cruz.
During the term of the First Option, Barrick will have the exclusive right to explore and conduct operations
on the Properties and Latin Metals will be responsible for maintaining the Properties valid and in good
standing.
Upon the exercise of the First Option, Latin Metals and Barrick will form a joint venture (the “JV”) for the
continued exploration, development and, if warranted, mining of the Properties. The initial participating
interests of the parties in the JV will be Barrick – 70% and Latin Metals - 30%. If Barrick exercises the
Second Option, the interests of the participants will be Barrick – 85% and Latin Metals - 15%. The party
with the majority participating interest will be the operator of the Properties . Funding of the JV’s
operations will be based on each party’s prevailing proportionate participating interest. Dilution of a
party’s participating interest will apply in the case of funding shortfalls by either party. If a party’s
participating interest in the JV falls to below 5%, it will be converted into a 1.5% net smelter returns royalty
(the “Dilution Royalty”). The transfer of the Dilution Royalty shall be subject to a right of first refusal in
favour of the non-diluting party.
NR22-02 Continued 3 February 7, 2022
About Latin Metals
Latin Metals is a mineral exploration company acquiring a diversified portfolio of assets in South America.
The Company operates with a Prospect Generator model focusing on the acquisition of prospective
exploration properties at minimum cost, completing initial evaluation through cost-effective exploration
to establish drill targets, and ultimately securing joint venture partners to fund drilling and advanced
exploration. Shareholders gain exposure to the upside of a significant discovery without the dilution
associated with funding the highest-risk drill-based exploration.
Qualified Person
Keith J. Henderson, P.Geo., is the Company’s qualified person as defined by NI 43 -101 and has reviewed
the scientific and technical information that forms the basis for portions of this news release. He has
approved the technical disclosure herein. Mr. Henderson is not independent of the Company, as he is an
employee of the Company and holds securities of the Company.
On Behalf of the Board of Directors of
LATIN METALS INC.
“Keith Henderson”
President & CEO
For further details on the Company readers are referred to the Company's web site (www.latin-
metals.com) and its Canadian regulatory filings on SEDAR at www.sedar.com.
For further information, please contact:
Keith Henderson
Suite 890
999 West Hastings Street
Vancouver, BC, V6C 2W2
Phone: 604-638-3456
E-mail: [email protected]
Neither 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 accuracy of this news release.
This news release contains forward- looking statements and forward- looking information (collectively, "forward -looking
statements") within the meaning of applicable Canadian and U.S. securities legislation, including the United States Private
Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, included herein includin g,
without limitation, statements regarding the exercise of the First Option or the Second Option by Barrick, the exercise of the first
option and second option under the Underlying Agreement, the formation of the JV, and the anticipated business plans and timing
of future activities of the Company, are forward- looking statements. Although the Company believes that such statements are
reasonable, it can give no assurance that such expectations will prove to be correct. Often, but not always, forward looking
information can be identified by words such as "pro forma", "plans", "expects", "may", "will", "should", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates", "believes", "potential" or variations of such words including negative variations
thereof, and phrases that refer to certain actions, events or results that may, could, would, might or will occur or be taken or
achieved. In making the forward-looking statements in this news release, the Company has applied several material assumptions,
including without limitation, that it will obtain TSX Venture Exchange acceptance, if applicable, that market fundamentals will
result in sustained precious metals demand and prices, the receipt of any necessary permits, licenses and regulatory approvals in
connection with the future development of the Properties in a timely manner, the availability of financing on suitable terms for
the development, construction and continued operation of the Properties , and the Company’s ability to comply with
environmental, health and safety laws.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results,
NR22-02 Continued 4 February 7, 2022
performance or achievements of the Company to differ materially from any future results, performance or achievements expressed
or implied by the forward- looking information. Such risks and other factors include, among others, operating and technical
difficulties in connection with mineral exploration and development and mine development activities at the Properties , the fact
that the Company ’s interest in the Properties is an option only and there is no guarantee that such interest, if earned, will be
certain, estimation or realization of mineral reserves and mineral resources, requirements for additional capital, future prices of
precious metals and copper, changes in general economic conditions, changes in the financial markets and in the demand and
market price for commodities, possible variations in ore grade or recovery rates, possible failures of plants, equipment or processes
to operate as anticipated, accidents, labour disputes and other risks of the mining industry, delays or the inability of the Company
to obtain any necessary permits, consents or authorizations required, including TSX Venture Exchange acceptance of the proposed
transaction, financing or other planned activities, changes in laws, regulations and policies affecting mining operations, currency
fluctuations, title disputes or claims limitations on insurance coverage and the timing and possible outcome of pending litigation,
environmental issues and liabilities, risks relating to epidemics or pandemics such as COVID-19, including the impact of COVID-19
on the Company's business, risks related to joint venture operations, and risks related to the integration of acquisitions, as well as
those factors discussed under the heading "Risk Factors" in the Company's latest Management Discussion and Analysis and other
filings of the Company with the Canadian Securities Authorities, copies of which can be found under the Company's profile on the
SEDAR website at www.sedar.com.
Readers are cautioned no t to place undue reliance on forward looking statements. Except as otherwise required by law, the
Company undertakes no obligation to update any of the forward -looking information in this news release or incorporated by
reference herein.
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