Radisson to Acquire the New Alger Project and Partner with Renforth Resources Inc.
www.radissonmining.com www.renforthresources.com
Not for distribution to United States newswire services or for dissemination in the United States
All $ figured represent Canadian Dollars unless stated otherwise
For immediate release TSX-V: RDS, OTC: RMRDF, FRANKFURT: 2RX
August 10, 2020 CSE: RFR, OTC: RFHRF, WKN: A2H9TN
Radisson to Acquire the New Alger Project and Partner with Renforth
Resources Inc.
Radisson Mining Resources Inc. (TSX -V: RDS, OTC: RMRDF) (“Radisson”) and Renforth
Resources Inc. (CSE – RFR) (OTC US– RFHRF) (WKN – A2H9TN) (“Renforth”) are pleased to
announce that they have signed a binding agreement (the “ Agreement”) pursuant to which
Radisson will acquire a 100% interest in Renforth’s New Alger Gold Property (“New Alger”) and
enter into a long -term strategic relationship through a 9.6% equity investment by Radisson in
Renforth. The relationship aims to leverage regional synergies and unlock significant value for
shareholders of both companies from one of the most prospective mining camps in the world.
The transaction will significantly expand Radisson’s claims in the Bousquet-Cadillac mining camp,
which will create scale, and which Radisson believes will enhance its exploration potential and
increase O’Brien’s appeal to investors and larger producers . In addition, the deal significantly
bolsters Renforth’s balance sheet and allows for a significant expansion in planned exploration
spending aimed at realizing the full potential of its attractive project portfolio that includes Parbec,
Nixon Bartleman, Malartic West, Surimeau and Denain-Pershing. The transaction is expected to
provide for significant benefits to both Renforth and Radisson and their respective shareholders.
Transaction highlights:
• Radisson will acquire a 100% interest in New Alger for the following consideration:
o 12 million class A common shares of Radisson will be issued to Renforth upon
closing of the transaction;
o $0.5 million in cash upon closing of the transaction;
o a $1.5 million cash contingent payment , payable on the earlier of the
announcement of commercial production at New Alger , a sale of New Alger for
more than C$40 million or a change of control of Radisson.
• Renforth plans to complete a concurrent financing to raise approximately $3.24 million in
cash proceeds , which will be backed by a 9.6% strategic investment by Radisson into
Renforth.
o The financing is anticipated to be a charity flow -through financing, pursuant to
which Renforth plans to issue 24 million flow-through shares at $0.135/share, which
would represent a 145% premium to Renforth’s most recent financing
• The potential transaction value to Renforth (including contingent payments) is estimated
at approximately $9.5 million , based on the three-day volume weighted average share
price for Radisson.
Transaction funding:
Radisson anticipates that its strong cash position will be sufficient to both complete the transaction
and to expand the ongoing drill program to include the newly acquired claims. As of July 31, 2020,
the company estimates a total liquidity position of approximately $8.5 million including,
• a liquidity position of approximately $3.3 million, which includes proceeds from the recent
sales of non-core securities and receivables
• anticipated liquidity of approximately $0.7 million from the exercise of in-the-money
options and warrants by certain holders, including the Strategic Advisor, Chairman, CEO,
President and Directors, who have indicated their intention to exercise such securities ;
and
• funds reserved for exploration and evaluation of approximately $4.5 million, which should
facilitate an expansion in the ongoing 60,000 m drill program to over 75,000 m, permitting
additional drilling in 2021
“We are delighted to announce this partnership with Renforth and strongly believe this will prove
to be a win -win situation for both companies . Considering our significant holdings in one of the
most prolific gold mining camps , our interests are very much aligned , making this collaboration
very significant. Nicole and her team have done a commendable job over the last several years.
We look forward to building on her team’s work at New Alger while gaining exposure to the other
assets in the Renforth portfolio , through our equity interest in Renforth ,” commented Mario
Bouchard, Chief Executive Officer of Radisson Mining Resources Inc.
“This transaction delivers to Renforth’s shareholders a significant return on our investment to date
in New Alger . This re-positions Renforth as extremely well funded, with cash and securities, to
allow us to continue exploration on several of our properties , including our Parbec open pit
constrained gold resource. Renforth will not need to carry out any additional, dilutive, funding
transactions for the foreseeable future. I believe getting out from under the need to repeatedly
raise money, and dilute shareholders, is transformative for Renforth .” commented Nicole
Brewster, President and Chief Executive Officer of Renforth Resources Inc.
Benefits to Renforth shareholders
• Attractive price realized for New Alger while retaining a 5.7% equity interest in Radisson
post-transaction for continued exposure to upside from the combined O’Brien and New
Alger properties.
o Exposure to the ongoing 60,000m drill program at O’Brien as wel l as the recently
completed 1,782 m drill program at New Alger for which assays are pending.
o Additional exposure to any future exploration success by Radisson at the O’Brien
and New Alger properties.
• A significant capital infusion at a significant premium to market which, when completed,
will increase Renforth’s cash position to approximately $4.7 million proforma the
transaction, which represents an 385% increase from pre-transaction levels.
o This does not include warrants and options that are in-the-money (based on the
latest closing price), which, if exercised, could generate additional cash proceeds
to Renforth of approximately $1.8 million in the future.
• Renforth is expected to be well funded to undertake significant work programs at its other
assets which should help Renforth materially enhance and upgrade its attractive project
portfolio
• The opportunity to leverage its partnership with Radisson for increased institutional/retail
exposure and an enhanced capital markets profile, which will enable Renforth to build on
the positive momentum this year.
Benefits to Radisson shareholders
• Consolidates the adjacent O’Brien and New Alger projects in the Bousquet-Cadillac
mining camp which will add scale and is expected to enhance the resource upside and
significantly increase the attractiveness of Radisson’s high-grade O’Brien project. The
transaction should,
o expand Radisson’s claims to cover 5,839 ha, representing a nine-fold increase
from 637 ha prior to the transaction.
o expand Radisson’s prospective strike length along the Cadillac Break to
approximately 6 km from 4.5 km prior to the transaction. This includes 3.2km to
the east and 2.7km west of the historic O’Brien Mine (shaft no. 2), which has
been the highest-grade producing gold mine in Quebec
o provide Radisson shareholders with exposure to upside from the Discovery
Veins, located approximately 250 m south of the Cadillac Break and hosted in the
Pontiac Sediments. The Discovery Veins have been traced by drilling for
approximately 275 m along strike and to a depth of 120 m, within a sampled strike
length of approximately 500m. Mineralization remains open for expansion to the
east, west and at depth.
o allow Radisson to build on the technical work completed by Renforth (including
15,759 m of drilling to date) leading to the recent NI-43-101 resource update at
New Alger (May 12, 2020).
• Radisson is expected to hold a 9.6% equity interest in Renforth, which will provide
shareholders with upside exposure from Renforth’s other assets located in the same
prospective district, including Parbec, Nixon Bartleman, Malartic West, Denain-Pershing
and Surimeau
o Following the transaction, Renforth will be well funded to undertake significant
work programs at its key assets.
• Radisson anticipates that its strong cash position will be sufficient to both complete the
transaction and to meaningfully expand the ongoing drill program to include the newly
acquired claims.
The New Alger Project
The New Alger Project is a highly prospective land package adjacent of Radisson’s O’Brien Project
to the west and along strike ; In June 2020, Renforth Resources published an Updated Mineral
Resource Estimate and Technical Report.
The New Alger gold deposit has a pit -constrained Indicated Resource of 61,500 ounces and
Inferred Resource of 123,300 ounces. In addition, it has an out-of-pit Indicated Resource of 1,100
ounces and Inferred Resource of 64,700 ounces. The current resource covers a strike extent of
approximately 1400 m and an average depth extent of approximately 300 m on the Cadillac Break.
The deposit remains open at depth both on the Cadillac Break and the Discovery Veins, and along
strike to the east and west on the Discovery Veins.
Figure 1: Location Map of the New Alger and O’Brien properties
New Alger Current Resource Estimate
1. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability. The estimate of Mineral
Resources may be materially affected by environmental, permitting, legal, title, taxation, sociopolitical, marketing, or othe r
relevant issues. Extracted from “Updated Mineral Resource Estimate and Technical Report on the New Alger Gold Property,
Abitibi-Temiscamingue Region, Northwestern Quebec, Canada” dated June 23, 2020 with an effective date of May 1, 2020.
2. The Inferred Mineral Resource in this estimate has a lower level of confidence than that applied to an Indicated Mineral
Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of the Inferred Mineral
Resource could be upgraded to an Indicated Mineral Resource with continued exploration.
3. The Mineral Resources in this report were estimated using the Canadian Institute of Mining, Metallurgy and Petroleum (CIM),
CIM Standards on Mineral Resources and Reserves, Definitions and Guidelines prepare d by the CIM Standing Committee
on Reserve Definitions and adopted by the CIM Council.
4. Historically mined areas were depleted from the Mineral Resource model.
5. The pit constrained Au cut -off grade of 0.32 g/t Au was derived from US$1,450/oz Au price, 0.75 US$/C$ exchange rate,
95% process recovery, C$17/t process cost and C$2/t G&A cost. The constraining pit optimization parameters were C$2.50/t
mineralized mining cost, $2/t waste mining cost, $1.50/t overburden mining cost and 50-degree pit slopes.
6. The out of pit Au cut -off grade of 1.44 g/t Au was derived from US$1,450/oz Au price, 0.75 US$/C$ exchange rate, 95%
process recovery, C$66/t mining cost, C$17/t process cost and C$2/t G&A cost. The out of pit Mineral Resource grade
blocks were quantified above the 1.44 g/t Au cut-off, below the constraining pit shell and within the constraining mineralized
wireframes. Additionally, only groups of blocks that exhibited continuity and reasonable potential stope geometry were
included. All orphaned blocks and narrow strings of blocks were excluded. The longhole stoping with backfill method was
assumed for the out of pit Mineral Resource Estimate calculation.
Recent Results at New Alger
Recent results at New Alger include visible gold observed in several instances within the areas of
the blasting work recently completed on the Discovery Veins.
Renforth blasted in four areas of the ~275m stripped portion of the Discovery Vein gold system.
These areas were chosen based upon results obtained in each area via comprehen sive surface
channel and grab sampling carried out by Renforth between 2014 and 2019. Drilling at New Alger
is complete for this program, with 3 infill holes completed on the Discovery Veins and 5 step out
holes to the west, for a total step out of 300m west outside of the stripped area of the Discovery
Veins. In addition, one hole was drilled in the mine area, on the Cadillac Break. The company is
currently awaiting receipt of assays.
The transaction remains subject to customary conditions including the entry into a definitive
agreement, completion of satisfactory due diligence and receipt of TSXV approval. The acquisition
is expected to close before the end of Q3 2020, after which the proposed Renforth financing is
expected to close.
Qualified Person
Richard Nieminen, P. Geo, Exploration Manager, is a Qualified Person as defined in National
Instrument 43-101 and has reviewed and approved the technical information in this press release
relating to Radisson.
Area Classification
Cut-Off Au Tonnes Au Au
(g/t) (k) (g/t) (koz)
Pit
Constrained
Indicated 0.32 1,016 1.88 61.5
Inferred 0.32 2,322 1.65 123.3
Out-of-Pit
Indicated 1.44 19 1.81 1.1
Inferred 1.44 904 2.23 64.7
Total
Indicated 0.32 + 1.44 1,035 1.88 62.6
Inferred 0.32 + 1.44 3,226 1.81 188.0
Brian H. Newton P.Geo, is a Qualified Person as defined in National Instrument 43-101 and has
reviewed and approved the technical information in this press release relating to Renforth.
About Radisson Mining Resources Inc.
Radisson is a gold exploration company focused on its 100% owned O’Brien project, located in
the Bousquet -Cadillac mining camp along the world -renowned Larder -Lake-Cadillac Break in
Abitibi, Québec. The Bousquet -Cadillac mining camp has produced over 21,000,000 ounces of
gold over the last 100 years. The project hosts the former O’Brien Mine, considered to have been
the Abitibi Greenstone Belt’s highest-grade gold producer during its production period (1,197,147
metric tons at 15.25 g/t Au for 587,121 ounces of gold from 1926 to 1957; 3D Geo -solution, July
2019).
About Renforth Resources Inc.
Renforth Resources Inc. is a Toronto -based gold exploration company with six wholly owned
surface gold bearing properties located in the Provinces of Quebec and Ontario, Canada.
In Quebec Renforth holds the New Alger and Parbec Properties, in the Cadillac and Malartic gold
camps respectively, with gold present at surface and to some depth, located on the Cadillac Break.
Renforth also holds Malartic West, contiguous to the western boundary of the Canadian Malartic
Mine Property, located in the Pontiac Sediments, this property is gold bearing and was the recent
site of a copper discovery. Renforth has acquired the Surimeau property, also contiguous to
Canadian Malartic and the southern border of the Malartic West property. In addition to this
Renforth has opt ioned the wholly owned Denain -Pershing gold bearing property, located near
Louvicourt, Quebec, to O3 Mining Inc.
In Ontario, Renforth holds the Nixon-Bartleman surface gold occurrence west of Timmins, Ontario,
drilled, channeled and sampled over 500m – this historic property also requires additional
exploration to define the extent of the mineralization.
On behalf of Radisson
Mario Bouchard
CEO and Director
For more information on Radisson, visit our website at www.radissonmining.com or contact:
Hubert Parent-Bouchard
Director, Corporate Development
819-763-9969
On behalf of Renforth
Nicole Brewster
President and Chief Executive Officer
T:416-818-1393
#269 - 1099 Kingston Road, Pickering ON L1V 1B5
Certain information contained in the press release are subject to receipt of all regulatory approvals.
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. No securities regulatory authority has approved or disapproved of the contents of
this news release.
Forward-Looking Statements
All statements, other than statements of historical fact, contained in this press release including,
but not limited to, those relating to the acquisition, its intended effects, timing of completion of the
acquisition of New Alger and the Renforth financin g, Radisson liquidity, the development of the
O’Brien project, anticipated exploration activities and generally, the above “About Radisson Mining
Resources Inc.” and “About Renforth Resources Inc.” paragraphs which essentially describes the
Corporation’s o utlook, constitute “forward -looking information” or “forward -looking statements”
within the meaning of applicable securities laws, and are based on expectations, estimates and
projections as of the time of this press release. Forward-looking statements are necessarily based
upon a number of estimates and assumptions that, while considered reasonable by Radisson and
Renforth as of the time of such statements, are inherently subject to significant business,
economic and competitive uncertainties and contingen cies. These estimates and assumptions ,
including regarding the timing and completion of the proposed acquisition and financing, may
prove to be incorrect. Many of these uncertainties and contingencies can directly or indirectly
affect, and could cause, actual results to differ materially from those expressed or implied in any
forward-looking statements and future events, could differ materially from those anticipated in such
statements. A description of assumptions used to develop such forward -looking information and
a description of risk factors that may cause actual results to differ materially from forward looking
information can be found in disclosure documents issued by Radisson and Renforth on the
SEDAR website at www.sedar.com.
By their very nature, forward -looking statements involve inherent risks and uncertainties, both
general and specific, and risks exist that estimates, forecasts, projections and other forward -
looking statements will not be achieved or that as sumptions do not reflect future experience.
Forward-looking statements are provided for the purpose of providing information about
management’s endeavors and, more generally, its expectations and plans relating to the future.
Readers are cautioned not to p lace undue reliance on these forward -looking statements as a
number of important risk factors and future events could cause the actual outcomes to differ
materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions
and intentions expressed in such forward -looking statements. All of the forward -looking
statements made in this press release are qualified by these cautionary statements and those
made in our other filings with the securities regulators of Canada. The Corpo ration disclaims any
intention or obligation to update or revise any forward-looking statements or to explain any material
difference between subsequent actual events and such forward-looking statements, except to the
extent required by applicable law.