Thunder Gold Corp. Announces Amended Agreement for the Okohongo Copper Property, Namibia
Thunder Gold Corp. Announces Amended
Agreement for the Okohongo Copper Property,
Namibia
Thunder Bay, Ontario--(Newsfile Corp. - November 2, 2022) - Thunder Gold Corporation (TSXV: TGOL)
(FSE: CGK1) (OTC Pink: TNMLF) (formerly White Metal Resources Corp) ("Thunder Gold" or the
"Company") is pleased to announce that it has entered into an option amending agreement with Himba
Metals (Pty.) Ltd. ("Himba"), a privately held company incorporated pursuant to the laws of Namibia, in
respect to the Company's 95% interest in the Okohongo Copper-Silver Property ("Okohongo") in
Namibia (the "Amending Agreement").
The Amending Agreement amends the option to purchase agreement dated July 15, 2022 (the "Original
Option Agreement") pursuant to which Himba or its assigns, has the option to acquire the Company's
95% interest in Aloe Two Hundred and Thirty -Eight (Pty) Ltd.("Aloe 238"), a privately held company
incorporated pursuant to the laws of Namibia, which holds the
exploration license EPL7071 (the
"License") associated with the Okohongo property (the "Option"). In accordance with the terms of the
Original Option Agreement as amended by the Amending Agreement, to exercise the Option, Himba or
its assigns is required to:
a
.
Pay to the Company US$50,000 as a non -refundable deposit (the payment of which was
previously made under the Original Option Agreement);
b
.
Pay to the Company US$50,000 upon completion of a 45-day due diligence period in favour of
Himba (the payment of which was made under the Original Option Agreement);
c
.
Pay to the Company US$400,000 on or before May 31, 2022 (the payment of which was made
under the Original Option Agreement);
d
.
Pay to the Company US$500,000 on October 28, 2022 (the payment of which was made on
October 28, 2022, under the Amending Agreement); and
e
.
Grant to the Company a 1.00% net smelter royalty (the "NSR") over Himba's or its assign's share
of Aloe 238's commercial production from the property covered by the License;
In accordance with the terms of the Original Option Agreement and the Amending Agreement; Himba
shall assist Iron Bull Mining Inc. ("Iron Bull"), which owns 100% of Himba, in becoming a publicly traded
company on a recognized stock exchange in Canada ("Recognized Exchange"). Having made the
payment of the US$500,000 referred to in (d) above, Himba acquired the right to have the shares of Aloe
238 owned by the Company (the "Aloe Shares") transferred to it in consideration of the issuance to the
Company by Iron Bull of a convertible promissory note (the "Note") which will be issued to the Company
in conjunction with the completion of the transfer of the Aloe Shares by the Company to Himba which is
expected to take place within a week.
The Note will contain the following terms and conditions:
i
.
the Note shall be in the aggregate sum of US$1,000,000 (the "Note Amount"), shall be non-interest
bearing and shall mature on March 31, 2023;
ii
.
the Note Amount shall, based on an exchange rate at the time of conversion, be convertible into
units of Iron Bull ("Units") at a price of C$0.40 per Unit, each Unit consisting of one common share
and one common share purchase warrant exercisable at C$1.20 for three years from the date of
issuance;
iii
.
the Note Amount shall, at the option of Iron Bull, be converted into Units at any time after Iron Bull
has had its common voting shares listed on a Recognized Stock Exchange; and
iv
.
the Note shall impose the requirement on Iron Bull, should either party exercise its right of
conversion under the Note, to issue additional common voting shares of Iron Bull (the "Top-Up
Issuance") to the Company, after Iron Bull's common voting shares have been listed on a
Recognized Stock Exchange, if the Iron Bull shares'
volume-weighted average price
for the
preceding 14-day period ended on the day that is two (2) years after the day Iron Bull common
voting shares are issued to the Company is less than CAD $0.40 per Iron Bull common voting
share(the "Dilution Price"), on the following basis: [(C$0.40 / Dilution Price) x the number of Iron
Bull common voting shares held by the Company at the time of the Top-Up Issuance] less the
number of Iron Bull common voting shares held by the Company at the time of the Top-Up
Issuance.
The Original Option Agreement as amended by the Amending Agreement also contains the following
terms and conditions:
i
.
in the event that Himba has failed to cause the shares of Iron Bull to be listed on a Recognized
Stock Exchange by October 28, 2023, either directly or through a reverse takeover Himba will, at
the option of the Company, cause the Aloe Shares transferred to it to be transferred back to the
Company;
ii
.
the Company will be granted a 1.0% Net Smelter Return royalty ("NSR") over Himba's or its
assign's interest in the property covered by the License with the right of Himba or its assigns to
purchase 0.25% of the NSR for US$1.0 million;
iii
.
the Company will be paid US$1.0 million and be issued such number of common shares of Iron
Bull having an aggregate value of US$1,000,000 if a NI 43-101 compliant mineral resource
estimate is outlined on the property covered by the License that exceeds 50 million tonnes of
copper at greater than or equal to 1.0% Cu equivalent; and
iv
.
Himba or its assigns will repay to the Company taxes paid by the Company to the Namibian
government as a result of the transfer of the shares of Aloe 238 to Himba upon Himba reaching
commercial production or within a maximum of six months from the start of commercial production.
Wes Hanson P.Geo., CEO of Thunder Gold notes
: "Himba has shared their strategic plan for
Okohongo focused on establishing early cash-flow from the currently defined, near surface mineral
resource that can fund future exploration within the existing license area. Himba's interpretation of the
available geological and remote sensing data for the license suggests excellent discovery potential to
increase the overall copper resource outside the currently drill defined, sub-surface resource area. Of
particular interest are a series of sub-parallel zones, equal in size to the defined resource area, which
are isolated by long wavelength infrared tomography ("LWIT") data. At least four, sub-parallel lenses,
believed to be folded strata, were isolated by the LWIT dataset, each of which returned a response that
is stronger than that returned over the existing sub-surface resource. None of the four targets identified
have been tested by drilling and each represents a compelling target for resource expansion as LWIT
highlights sub-surface chalcocite-bornite copper mineralization. Himba's strategic plan envisions
immediate infill drilling to upgrade the existing inferred mineral resource to the measured and
indicated classification in advance of a pre-feasibility study evaluating the economic viability of the
existing resource. This amended agreement positions Thunder Gold to participate in both the short-
and long-term upside of the team and strategic plan Himba has put in motion to advance Okohongo."
About the Okohongo Project and Deposit
Situated within the Kaoko Belt and hosted by metasedimentary strata, the Okohongo Cu-Ag deposit is
considered analogous with the stratiform sediment-hosted Central African Copperbelt deposits of
Zambia and the Democratic Republic of the Congo. Using a cut-off grade of 0.30% Cu and assuming
10% geological loss, the Inferred Mineral Resource is estimated to be 7.7 Mt grading 1.55% Cu and
26.77 g/t Ag with a calculated copper equivalent (CuEq) of 1.82% Cu. The effective date of the Mineral
Resource Estimate ("MRE") is August 11, 2021. The MRE was prepared by Caracle Creek International
Consulting MINRES (Pty) Ltd. ("CCIC MINRES"), South Africa, in accordance with current (2014) CIM
Definition Standards on Mineral Resources and Reserves.
The Okohongo deposit is interpreted to sit on the western limb of a shallow synclinal structure that
outcrops to the west and east.
TECT Geological Services ("TECT") has been appointed to undertake
modelling of the basin architecture, remodel the current deposit, and generate targets for immediate
testing. In collaboration with Dr Niel Pendock, TECT has confirmed a significant target of approximately
10 km of potential bornite and chalcocite mineralisation along the eastern limb of the Okohongo syncline.
The shallow occurrence of the copper deposit, maximum depth of 250 meters, allows for rapid and cost-
effective drill confirmation, which Iron Bull will be pursuing.
Iron Bull will also pursue the development of a
small-scale mining operation targeting an initial production throughput of 30,000 tonnes per month.
Test
work to determine the appropriate processing options is also planned.
TECT has experience in the DRC/Zambia copper belt and concurs that the Kaokoland shares significant
similarities to the African Copper Basin.
The Okohongo Project shows excellent potential to expand the copper-silver resources along multiple
fold limbs north and south of the current defined resource.
About the Tower Mountain Gold Property
The Tower Mountain Gold Property is located 5-kms off the Trans-Canada highway, 50-km west of
Thunder Bay, Ontario and consists of unpatented and patented lands totalling 1,968 ha. Exploration to
date suggests the property offers a large gold endowment. Gold mineralization is widespread and
drilling to date has identified low-grade gold mineralization extending outward for at least 500-meters
from a central alkalic intrusion known as the Tower Mountain Intrusive Complex. Drilling has established
persistent gold grades from 0.1 to 1.0 g/t along a 1500-meter-long x 500 meter wide x 500-meter deep
block of volcanic-volcanoclastic rocks immediately west and adjacent to the central alkalic intrusion.
The
remaining 6,000 meters of strike length surrounding the intrusion are untested. Tower Mountain shows
many of the classic indicators of being an Intrusion Related Gold Deposit a highly desirable exploration
target.
Mineralization hosted by established operations and other exploration projects is not necessarily
indicative of mineralization hosted on the Company's Property.
About Thunder Gold Corp.
Thunder Gold Corporation, formerly White Metal Resources. is a junior exploration company focused on
gold discovery in Canada.
For more information about the Company please visit
www.thundergoldcorp.com
.
On behalf of the Board of Directors
Wes Hanson, President and CEO
For further information contact:
Wes Hanson, CEO
(647) 202-7686
THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT
RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE
The information contained herein contains "forward-looking statements" within the meaning of
applicable securities legislation. Forward-looking statements relate to information that is based on
assumptions of management, forecasts of future results, and estimates of amounts not yet
determinable. Any statements that express predictions, expectations, beliefs, plans, projections,
objectives, assumptions or future events or performance are not statements of historical fact and may
be "forward-looking statements."
Forward-looking statements are subject to a variety of risks and uncertainties which could cause
actual events or results to differ from those reflected in the forward-looking statements, including,
without limitation: risks related to failure to obtain adequate financing on a timely basis and on
acceptable terms; risks related to the outcome of legal proceedings; political and regulatory risks
associated with mining and exploration; risks related to the maintenance of stock exchange listings;
risks related to environmental regulation and liability; the potential for delays in exploration or
development activities or the completion of feasibility studies; the uncertainty of profitability; risks and
uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral
deposits; risks related to the inherent uncertainty of production and cost estimates and the potential
for unexpected costs and expenses; results of prefeasibility and feasibility studies, and the possibility
that future exploration, development or mining results will not be consistent with the Company's
expectations; risks related to gold price and other commodity price fluctuations; and other risks and
uncertainties related to the Company's prospects, properties and business detailed elsewhere in the
Company's disclosure record. Should one or more of these risks and uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may vary materially from those
described in forward-looking statements. Investors are cautioned against attributing undue certainty to
forward-looking statements. These forward-looking statements are made as of the date hereof and the
Company does not assume any obligation to update or revise them to reflect new events or
circumstances. Actual events or results could differ materially from the Company's expectations or
projections.
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