Stellar Africagold Increases Private Placement to $1,750,000 and Closes Final Tranche
STELLAR AFRICAGOLD INCREASES PRIVATE PLACEMENT
TO $1,750,000 AND CLOSES FINAL TRANCHE
Vancouver, March 22, 2021 John Cumming, President and CEO of Stellar AfricaGold Inc., (TSX -V: SPX) ("Stellar"
or the "Company") is pleased to announce that Stellar has increased its non -brokered private placement to
$1,750,000 and closed on the final tranche.
Private Placement
The private placement financing is comprised of 29,166,667 units at $0.06 per unit for gross proceeds of
C$1,750,000. Each unit is comprised of one common share and one share purchase warrant exercisable at $0.15
for 24 months. The net proceeds of the private placement will be used to advance exploration on the Company’s
Tichka Est gold property in Morocco and on its Prik ro gold property in Côte d’Ivoire, and for general corporate
purposes including potential new property acquisitions in Morocco, Mali and Côte d’Ivoire.
Tranche I of the private placement closed on February 26, 2021 with Stellar issuing 11,391,667 units for gross
proceeds of $683,500. The Units issued pursuant to Tranche I are subject to an investment hold period until June
26, 2021. The share purchase warrants issued pursuant to Tranche I may be exercised until February 26, 2023.
Tranche 2 of the private placement closed on March 19, 2021 with Stellar issuing 17,775,000 units for gross
proceeds of $1,066,500. The Units issued pursuant to Tranche 2 are subject to an investment hold period until
July 20, 2021. The share purchase warrants issued pursuant to Tranche 2 may be exercised until March 16, 2023.
Finder’s fees will be paid to ten arm’s length parties in respect of this private placement as follows: $46,267 cash,
1,356,999 shares and 2,178,108 warrants. The shares and warrants issued to finders are subject to an investment
hold period until July 20, 2021. The share purchase warrants issued to finders are exercisable at $0.15 per share
until March 16, 2023.
One Director of the Company subscribed for a total of 400,000 units of the private placement. Participation of
the Director of Stellar in the private placement is considered a “related party transaction” as defined under
Multilateral Instrument 61 -101 (“MI 61 -101”). The transactions are exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities to be
distributed in the private placement nor the consideration to be received for those secur ities, in so far as the
private placement involves the Insiders, exceeds 25% of the Company’s market capitalization.
Options
The Company also announces that it has granted 4,000,000 incentive stock option to directors, officers and
consultants. The options are exercisable for up to five years until March 22, 2026 and will entitle the holder to
acquire on common share of the Company at $0.07 per share.
Tichka Est Project, Morocco
The Tichka Est property is comprised of three contiguous prospecting permits covering an area of 44.6 km2. It is
located in the Atlas Mountain about 160 km SSW of the city of Marrakech. The area is accessible year-round via
a national road to the village of Analghi located near the mineralized gold zone.
On August 19, 2020, Stellar AfricaGold Inc. announced the signature of the final agreement for the acquisition of
90% interest in the Tichka Est Gold Project where anomalous gold concentrations were first discovered during a
2009 regional stream sediments sampling program conducted by Office National des Hydrocarbures et des Mines
of Morocco (“ONHYM”). Follow-up geological prospecting and trench sampling indicated that gold mineralization
developed along a regional shear zone with high grade samples over significant width including 8.03 g/t Au over
6.30 m and 5.14 g/t Au over 4.9 m.
An independ ent summary compilation report * (see news release January 5, 2020 ) commissioned by Stellar
reviewed available historical data and the results of a June 2020 due diligence validation program completed by
Stellar identified 6 anomalous gold zones with two zone, Zones A and B, warranting priority attention. The Zone
A and Zone B prospects are host to multiple high -grade gold intercepts with grades (chip samples in trenches)
above 2.0 g/t Au, across widths exceeding 2.0 m and extending along strike for a mini mum of 300 meters.
Although the property remains at an early stage of development, these two prospects have, individually, the
potential to develop a significant gold resource base if mineralization extends vertically and laterally with similar
characteristics. A 3-phase exploration program totaling US$ 2,080.000 was recommended.
The Zone A prospect was outlined by a cluster of 85 anomalous gold -in-stream sediment samples over an area
of 27.15km2 with assay values ranging from 21 ppb to 17.06 g/t Au. It was prospected with 9 trenches distributed
at regular intervals along a strike length of 400 m.
The gold mineralization was found along a steeply dipping ENE-WSW striking regional shear zone that was traced
on surface for about 400 m along strike. The shear zone is injected with narrow quartz veins (0.4 to 1.2 m wide)
and swarms of veinlets running near and parallel to the intrusive contact with a micro -granitic porphyry dyke.
They are, strongly brecciated and mineralized with disseminated and locally semi-massive pockets of pyrite and
arseno-pyrite. In outcrops, the sulfide minerals are strongly altered to hematite, goethite, limonite and other
alteration products.
The Zone B gold prospect is located about 3.0 km north of the village of Analghi. It was outlined by 27 anomalous
stream sediment samples with grades ranging from 33 ppb to 22 .33 g/t Au over an area of 6 .38 km2. The area
was prospected and 10 trenches excavated across the structure over a strike le ngth of 300 m. The trenches
exposed a wide brecciated fault zone running ENE-WSW in a highly deformed, altered and fractured sedimentary
sequence. Anomalous grades of 0.1 to 4.0 g/t Au over 1.0 m are reported. Within the brecciated sections of the
shear zone, the best gold assays are in gossans.
Summary Map of Stellar Validation Survey
Prikro Permit, Côte d’Ivoire
The Prikro permit comprises a 369.5 km2 exploration licence located in the Prikro and Koun-Fao Departments in
eastern Côte d’Ivoire, approximately 240 km northeast of Abidjan. Originally, the licence was selected due to the
presence of historical reported gold occurrences, prospective geology, and the existence of artisanal workings in
the surrounding areas including along strike of a major NE -SW trending shear zone which is interpreted to
traverse the licence area across its southern half. Birimian-age greenstone rocks reportedly crop out extensively
across the Prikro licence which are the dominant host setting for gold deposits across West Africa.
ABOUT STELLAR AFRICAGOLD INC.
*The Report titled “Preliminary Technical Evaluation Report of the Gold Potential of the Tichka Est Gold Project,
High Atlas Mountains Region, Ki ngdom of Morocco” by Benoit M. Violette, P.Geo. , is effective November 15,
2020. Mr. Violette is an independent consulting geologist to Stellar.
Stellar AfricaGold Inc. is a Canadian gold company with offices in Vancouver, BC and Montreal, QC. Stellar
President John Cumming can be contacted at 604-618-4262 or by email at [email protected].
The technical content of this press release has been reviewed and approved by Yassine Belkabir, MScDIC, CEng,
MIMMM, a Stellar director and a Qualified Person as defined in NI 43-101.
On Behalf of the Board
John Cumming, LLM,
President & CEO
This release contains certain "forward -looking information" under applicable Canadian securities laws concerning the Arrangement. Forward -looking
information reflects the Company’s current internal expectations or beliefs and is based on information currently available to the Company. In some cases
forward-looking information can be identified by terminology such as "may", "will", "should", "expect", "intend", "plan", "anticipate", "believe", "estimate",
"projects", "potential", "scheduled", "forecast", "budget" or the negative of those terms or other comparable terminology. Assumptions upon which such
forward-looking information is based includes, among others, that the conditions to closing of the Arrangement will be satisfied and that the Arrangement
will be completed on the terms set out in the definitive agreement. Many of these assumptions are based on factors and events that are not within the
control of the Company, and there is no assurance they will prove to be correct or accurate. Risk factors that could cause actual results to differ materially
from those predicted herein include, without limitation: that the remaining conditions to the Arrangement will not be satisfied; that the business prospects
and opportunities of the Company will not proceed as anticipated; changes in the global prices for gold or certain other commodities (such as diesel,
aluminum and electricity); changes in U.S. dollar and other currency exchange rates, interest rates or gold lease rates; risks arising from holding derivative
instruments; the level of liquidity and capital resources; access to capital markets, financing and interest rates; mining ta x regimes; ability to successfully
integrate acquired assets; legislative, political or economic developments in the jurisdictions in which the Company carries on business; operating or technical
difficulties in connection with mining or development activities; laws and regulations governing the protection of the enviro nment; employee relations;
availability and increasing costs asso ciated with mining inputs and labour; the speculative nature of exploration and development; contests over title to
properties, particularly title to undeveloped properties; and the risks involved in the exploration, development and mining b usiness. Risks and unknowns
inherent in all projects include the inaccuracy of estimated reserves and resources, metallurgical recoveries, capital and op erating costs of such projects,
and the future prices for the relevant minerals.
Neither the TSX Venture Exchange no r 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.