Radius Gold and Volcanic Gold Mines receive shareholder and Exchange approval of Motagua Norte project option
news release
February 21, 2024
Radius Gold and Volcanic Gold Mines receive shareholder and Exchange
approval of Motagua Norte project option
Vancouver, British Columbia – Radius Gold Inc. (TSXV: RDU) (“Radius”) and Volcanic Gold Mines Inc.
(TSXV: VG) (“Volcanic”) are pleased to report that the previously announced (see Radius news release
September 18, 2023) signing of an amended option agreement between the companies which includes
the Motagua Norte project in exchange for the Banderas project has been approved by the shareholders
of each company and the TSX Venture Exchange. Disinterested shareholder approval was received at
the respective annual general meetings of Radius and Volcanic held on December 14, 2023.
The original earn -in requirement for Volcanic to spend US$7.0 million in exploration of Radius’s
Guatemala properties remains unchanged. Under the modified option agreement, Volcanic has an
exclusive option to earn a 60% interest in the Holly and Motagua Norte properties by spending US$7.0
million on exploration of the properties. Expenditures previously made by Volcanic on exploration of the
Banderas property are credited towards the US$7.0 million expenditure requirement.
As Radius and Volcanic have a common director and three common officers, Volcanic is a “non -arm’s
length party” to Radius within the meaning of TSX Venture Exchange Policy 5.9. The modified option
agreement is not, however, a “related party transaction” as defined in Multilateral Instrument 61 -101,
Protection of Minority Security Holders in Special Transactions (“MI 61 -101”) and therefore the
requirements of the Exchange’s Policy 5.9 and MI 61-101 do not apply.
Radius Gold Inc.
Radius has a portfolio of projects located in Mexico and Guatemala which it continues to advance, utilizing
partnerships where appropriate to retain the Company’s treasury. At the same time, management is
seeking out additional investment and project acquisition opportunities across the globe. Radius is a
member of the Gold Group of companies, led by Simon Ridgway. You may find more information on Radius
Gold at www.radiusgold.com or www.sedarplus.ca.
ON BEHALF OF THE BOARD
Bruce Smith
President and CEO
-2-
Symbol: TSXV-RDU
Contact: Bruce Smith
200 Burrard Street, Suite 650
Vancouver, BC V6C 3L6
Tel: 604-801-5432; Toll free 1-888-627-9378; Fax: 604-662-8829
Email: [email protected]
Website: www.radiusgold.com
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 the adequacy or accuracy of this release.
Forward-looking statements
Certain statements contained in this news release constitute forward -looking statements within the meaning of
Canadian securities legislation. All statements included herein, other than statements of historical fact, are forward-
looking statements and include, without limitation, statements about the Company’s projects . Often, but not
always, these forward looking statements can be identified by the use of words such as “estimate”, “estimates”,
“estimated”, “potential”, “open”, “future”, “assumed”, “projected”, “used”, “detailed”, “has been”, “gain”,
“upgraded”, “offset”, “limited”, “contained”, “reflecting”, “con taining”, “remaining”, “to be”, “periodically”, or
statements that events, “could” or “should” occur or be achieved and similar expressions, including negative
variations.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause
the actual results, performance or achievements of the Company to be materially different from any results,
performance or achievements expressed or implied by forward -looking statements. Such uncertainties and factors
include, among others, whether planned exploration work at the Company’s projects will proceed as intended;
changes in general economic conditions and financial markets; the Company or any joint venture partner not having
the financial ability to meet its exploration and development goals; risks associated with the results of exploratio n
and development activities, estimation of mineral resources a nd the geology, grade and continuity of mineral
deposits; unanticipated costs and expenses; and such other risks detailed from time to time in the Company’s
quarterly and annual filings with securities regulators and available under the Company’s profile on SEDAR+ at
www.sedarplus.ca. Although the Company has attempted to identify important factors that could cause actual
actions, events or results to differ materially from those described in forward -looking statements, there may be
other factors that cause actions, events or results to differ from those anticipated, estimated or intended.
Forward-looking statements contained herein are based on the assumptions, beliefs, expectations and opinions of
management, including but not limited to: that the Company’s stated goals and the planned exploration and
development activities at its properties will be achieved; that there will be no material adverse change affecting the
Company or its properties; and such other assumptions as set out herein. Forward -looking statements are made as
of the date hereof and the Company disclaims any obligation to update any forward-looking statements, whether as
a result of new information, future events or results or otherwise, except as required by law. There can be no
assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on
forward-looking statements.