Stellar Africagold Signs MOU FOR Acquisition of 770 KM2 GOLD Permits IN Côte D’Ivoire
STELLAR AFRICAGOLD SIGNS MOU
FOR ACQUISITION OF 770 KM2 GOLD PERMITS IN CÔTE D’IVOIRE
Vancouver, June 29, 2020 John Cumming, President and CEO of Stellar AfricaGold Inc., (TSX-V: SPX) ("Stellar" or
the "Company") announces:
Stellar has signed a non-binding memorandum of understanding (“MOU”) with Altus Strategies PLC outlining the
commercial terms for the acquisition of two gold permits, the fully issued Priko permit and the pending Zenoula
permit, totaling approxima tely 770 km 2 in Côte d’Ivoire . The MOU provides a thirty -day exclusivity period for
Stellar to conduct a technical due diligence review and site inspection, and for the parties to complete a binding
agreement (the “Agreement”) for the acquisition.
The Prikro Project
The Prikro permit comprises a single 369.5 km 2 exploration permit in the Prikro and Koun -Fao Departments in
eastern Côte d’Ivoire, approximately 240km northeast of th e capital of Abidjan. The permit is located 40km
north-west of the town of Agnibilekrou and 25km west of the town of Koun-Fao, both of which can be accessed
by asphalt roads from Abidjan. The permit has historically reported gold occurrences, prospective geology, and
nearby artisanal workings including along strike of a major NE -SW trending shear zone which is interpreted to
traverse the permit area. Birimian-age greenstone rocks reportedly crop out extensively across the Prikro permit
and represent Paleoproterozoic meta-sedimentary units, with associated granite to diorite intrusives, which are
the dominant host setting for gold deposits across West Africa.
The Zenoula Project
The Zenoula permit comprises a single 400km 2 permit application which is currently pending grant in the
Marahoue Department in central Côte d’Ivoire, approximately 300km north of Abidjan. The permit is located
100km north of the town o f Yamoussoukro which can be accessed by asphalt roads from Abidjan. Zenoula is
centred within a NNE trending Birimian age granite greenstone belt, 65km along strike from the Abujar project
of ASX listed Tietto Minerals Limited. Zenoula targets a 22 km long oblique ENE trending structure, interpreted
by historic air magnetic data. Geologically, the project reportedly comprises metasediments, metabasalts and
syntectonic granitoid intrusives.
Commercial Terms of the Acquisition
The commercial terms provide for the acquisition by Stellar of a 100% interest in Aeos Resources Ltd., a
Seychelles company, which owns a 100% interest in Aucrest SARL, a Cote D’Ivoire company. Aucrest SARL owns
a 100% interest the Prikro gold permit and the pending Zenoula gold permit application.
Consideration
The consideration for the acquisition will be 2,500,000 units of Stellar, each unit consisting of one common share
and one share purchase warrant exercisable for two years at C$0.07 per share.
Milestone Payments
Contingent upon reaching exploration milestones on each permit Stellar will also make two further share
payments per permit of shares equal to US$250,000 in value: a) upon completion of a NI43 -101 resource
estimate of not less than 500,000 ounces of gold with not less than 250,000 ounces in the Inferred category, and
b) upon completion of a definitive feasibility study.
Royalty and Buy-back
Altus will retain a 2.5% Net Smelter Return (“NSR”) royalty on each permit. Stellar may repurchase up to 1.0% of
each NSR for US$500,000 for each 0.5%.
The Agreement will be subject to required regulatory approvals on behalf of both parties.
Although Covid-19 international travel restrictions have impeded foreign acquisitions and exploration activity for
many international companies , Stellar is fortunate to have access to qualified and experienced African
professionals to manage the legal and technical requirements of this acquisition. The acquisition and technical
teams in Africa will be directly managed by Stellar’s Moroccan director Yassine Belkabir, managing director of
African Bureau of Mining Consultants and a Qualified Person as defined in NI 43-101.
ABOUT STELLAR AFRICAGOLD INC.
Stellar AfricaGold Inc. is a Canadian gold company with head office in Vancouver, BC and technical office in
Montreal, QC. Stellar President John Cumming can be contacted at 604 -618-4262 or by email at
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,
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. As sumptions 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 comm odities (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 an d regulations governing the protection of the environment; employee relations;
availability and increasing costs associated with mining inputs and labour; the speculative nature of exploration and develop ment; contests over title to
properties, particularly title to undeveloped properties; and the risks involved in the exploration, development and mining business. Risks and unkn owns
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 nor its Regulation Services Provider (as that term is defined in the policies of the TSX Ven ture Exchange) accepts
responsibility for the adequacy or accuracy of this release.