Carolina Rush Amends Option Agreement for Brewer Gold-Copper Project, Eliminating Payments During Exploration
Carolina Rush Amends Option Agreement for
Brewer Gold-Copper Project, Eliminating
Payments During Exploration
Toronto, Ontario--(Newsfile Corp. - February 21, 2024) - Carolina Rush Corporation (TSXV: RUSH)
(OTCQB: PUCCF) ("Carolina Rush", "Rush" or the "Company") has negotiated a major modification to
its Option Agreement for the acquisition of the Brewer Mine Property in South Carolina. Rush has
executed the Fifth Amendment to the Brewer Option Agreement with the Brewer Gold Receiver
("Receiver"), which eliminates any option payments during exploration and until closing a potential
purchase.
Highlights:
No option payments for remainder of Option Period (through December 31, 2030)
Purchase price formula streamlined to be 60% of government past costs through 2024 plus pro-
rated annual government costs from 2025 until closing, should Rush exercise its option
Financial assurance at closing can be satisfied through one of five non-cash methods
Carolina Rush President and CEO Layton Croft commented: "We extend our sincere appreciation to the
Receiver, South Carolina's Department of Health and Environmental Control (SC DHEC) and the U.S.
Environmental Protection Agency (EPA) for their steadfast support of Carolina Rush. Their continued
endorsement reaffirms their belief in our capacity to explore the Brewer Gold-Copper Project
responsibly and successfully. With the amended Option Agreement providing almost 7 years without
option payment requirements, we can deploy maximum available capital into the ground for ongoing
exploration."
Court-appointed Receiver Kelly Lowry stated: "It is my responsibility to oversee the Brewer property,
including Carolina Rush's operations, and to coordinate with SC DHEC and EPA, the two regulatory
agencies currently responsible for remediation of the site. Recognizing that successful and responsible
minerals exploration demands ample time, Rush's diligence, excellent work and professionalism to date
justifies the amendment of the Option Agreement. The adjustment defers previously stipulated annual
option payments, originally slated to commence in 2025, to the closing of Brewer's sale, contingent on
Rush's decision to exercise its option. We all share a common goal of success at Brewer, provided that
Rush maintains its current performance standards in accordance with all applicable laws, regulations,
and agreements."
The Brewer site covers 397 hectares (981 acres) of private land located 115 kilometers (72 miles)
southeast of Charlotte Douglas International Airport in Chesterfield County, South Carolina. The property
enjoys easy access, streamlined permitting, excellent infrastructure, and a robust regional mining
supplier and labor pool. Brewer is located 17 kilometers (10.5 miles) from the producing, open pit and
underground Haile Gold Mine. Haile provides a positive example of South Carolina's pro-mining
commitment, especially to the revitalization of historic mines into modern, environmentally responsible
operations.
Acquisition of Brewer comes without any underlying royalties and with all existing infrastructure, facilities
and equipment from previous mining operations. This includes high voltage power lines connected to a
nearby transformer sub-station, extensive graded roads, site-wide water distribution infrastructure and
treatment systems, an abundant industrial water supply for potential future mining operations, dozens of
groundwater monitoring wells, heavy machinery and vehicles, equipped office and maintenance
facilities, and more than 283 hectares (700 acres) of quality timber reserves.
Brewer Option Agreement
If Rush exercises its option to purchase Brewer, the price will be determined by two components: 1) 60%
of past costs incurred by SC DHEC and EPA at Brewer between 2005-2024; and 2) the pro-rated sum
of deferred annual payments incurred by the Company from 2025 through 2030. Also, if Rush exercises
its option to purchase Brewer, it will be required to post financial assurance at closing, which, according
to EPA guidelines, can be satisfied through one of the following: Trust Funds; Letters of Credit; Surety
Bonds; Insurance Policies; Corporate Financial Tests; or Corporate Guarantees
(
https://www.epa.gov/enforcement/financial-assurance-superfund-settlements-and-orders
).
The amended Brewer Option Agreement also stipulates that Rush will abandon all exploration boreholes
in accordance with SC DHEC regulations. To date the Company has capped but not yet abandoned 19
holes, in order to be able to conduct downhole geophysical surveys and/or extend holes later in the
program. The Option Agreement requires Rush to deposit US$150,000 in a Receiver-controlled escrow
account within 120 days of the Fifth Amendment's effective date (February 20, 2024). The Company will
report to the Receiver and SC DHEC on a quarterly basis the updated status of borehole abandonment,
after which the funds in escrow will be adjusted accordingly. For more details about the Brewer Option
Agreement and the history of Brewer, see
https://thecarolinarush.com/brewer-gold-copper-project/
.
History of Brewer
Gold was first discovered at Brewer in the 1820s, as part of North America's first gold rush. About
200,000 ounces of gold has been produced at Brewer historically. From 1987-1995, Brewer produced
178,000 ounces of oxide gold from two open pits that extended to 50-metre depths. Operated by the
U.K.-owned Brewer Gold Company ("BGC"), more than 12 million tons of ore and waste rock were
mined from two open pits. After ceasing mining operations, BGC's reclamation efforts from 1995-1999,
guided by SC DHEC, fell short of achieving a fully reclaimed site. BGC abandoned the site in 1999,
leaving SC DHEC and the EPA to manage the site, finalize reclamation, and treat acid-mine drainage
until today.
In 2005, the Brewer site was designated a US EPA Superfund site as per the Comprehensive
Environmental Response, Compensations and Liability Act ("CERCLA") due to water quality threats.
BGC's abandonment of the property left SC DHEC and EPA with no options for addressing water quality
threats from the site other than using the CERCLA response actions funded by EPA and SC DHEC.
Both entities retained access to the property for purposes of constructing, operating, and maintaining the
wastewater treatment plant and otherwise carrying out the CERCLA remedy. With the interim
wastewater treatment addressing potential environmental risks, in 2019, SC DHEC, through a South
Carolina court, appointed the Brewer Gold Receiver (a legal construct similar to a trustee) to facilitate
the leasing, sale or other use or disposition of the abandoned property, including potential renewal of
mineral exploration and mining development.
In January 2020, Carolina Rush (then known as Pancontinental Resources) emerged as the chosen
entity, through a competitive process, to explore and purchase the former Brewer Gold Mine Property
(see Company news releases dated
January 15, 2020
,
March 2, 2020
,
April 22, 2020
,
March 23, 2022
,
and
July 12, 2022
).
Qualified Person
The technical information in this news release has been prepared in accordance with Canadian
regulatory requirements as set out in NI 43-101 and reviewed and approved by Patrick Quigley, MSc,
CPG-12116, a Qualified Person as defined by NI 43-101.
About Carolina Rush
Carolina Rush Corporation (TSXV: RUSH) (OTCQB: PUCCF) is exploring the Carolina Terrane in the
southeastern USA. Its flagship Brewer Gold-Copper Project is located at the past-producing, 397-
hectare Brewer Gold Mine property in Chesterfield County, South Carolina, 17 kilometers along trend
from the producing Haile Gold Mine. In January 2023, the Company signed exclusive mineral exploration
lease and purchase option agreements for both the 246.6-hectare New Sawyer Gold Mine Property and
the 54.6-hectare Sawyer Gold Mine Property, both located on the Sawyer Gold Trend and in Randolph
County, North Carolina.
For further information, please contact:
Layton Croft, President and CEO
or
Jeanny So, Corporate Communications Manager
E:
T: +1.647.202.0994
For additional information please visit our new website at
http://www.TheCarolinaRush.com/
and our X
feed:
https://twitter.com/TheCarolinaRush
.
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release.
This news release contains forward-looking information which is not comprised of historical facts.
Forward-looking information is characterized by words such as "plan", "expect", "project", "intend",
"believe", "anticipate", "estimate" and other similar words, or statements that certain events or
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differ materially from such forward-looking information include, but are not limited to, changes in the
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regulatory or governmental approvals, and other risks involved in the mineral exploration and
development industry, including those risks set out in the Company's management's discussion and
analysis as filed under the Company's profile at
www.sedar.com
. Forward-looking information in this
news release is based on the opinions and assumptions of management considered reasonable as of
the date hereof, including that all necessary governmental and regulatory approvals will be received
as and when expected. Although the Company believes that the assumptions and factors used in
preparing the forward-looking information in this news release are reasonable, undue reliance should
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https://www.newsfilecorp.com/release/198653