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Trigon Metals Announces Marketed Private Placement for C$5.0 Million
TORONTO, Sept. 1, 2020 – Trigon Metals Inc. (TSXV: TM) (“Trigon” or the “Company“) announces that it has entered into an agreement with Cormark Securities Inc. (“Cormark“) as lead agent and including M Partners Inc. (collectively with Cormark the “Agents“), pursuant to which they have agreed to act as agents in connection with a fully marketed private placement offering of units of the Company (the “Units“) at a price of $0.35 per Unit for aggregate gross proceeds to the Company of a minimum of $5.0 million (the “Offering“).
Each Unit will consist of one common share of the Company (a “Common Share“) and one-half of one Common Share purchase warrant (each full warrant, a “Warrant“). Each Warrant will entitle the holder to acquire one Common Share of the Company at an exercise price of $0.45 for a period of 36 months following the closing of the Offering.
The Company has granted to the Agents an option (the “Over-Allotment Option“), exercisable in whole or in part, in the sole discretion of the Agents, for a period of 30 days from and including the closing date of the Offering, to purchase additional Units, additional Shares and/or additional Warrants, in an aggregate amount not to exceed 15% of Units, Shares or Warrants sold pursuant to the Offering, on the same terms and at the same price as the Units, Shares and Warrants sold under the Offering, to cover over-allotments, if any, and for market stabilization purposes.
The net proceeds of the Offering will be used to acquire additional silver-copper projects associated with the Silver Hill Project in Morocco, for exploration on the Silver Hill Project and general corporate purposes.
The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the TSX Venture Exchange (the “TSXV”) and is scheduled to close on or about September 22, 2020.
The Agents will be entitled to a cash fee and compensation warrants on the sale of Shares in accordance with the policies of the TSXV.
This new release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Trigon Metals Inc.
Trigon is a publicly traded Canadian exploration and development company with its core business focused on copper and silver holdings in mine-friendly African jurisdictions. Currently the company has operations in Namibia and Morocco. Namibia is one of the world’s most prospective copper regions, where Trigon has substantial assets in place. The Company continues to hold an 80% interest in five mining licences in the Otavi Mountain lands, an area of Namibia widely recognized for its high-grade copper deposits. Within these licences are three past producing mines including the Company’s flagship property, the Kombat Mine.
Cautionary Statement on Forward-Looking Information
This news release contains forward-looking information and forward-looking statements under applicable securities laws, which information and/or statements relate to future events or future performance (including, but not limited to, the size of the Offering, the participation by insiders of the Company, the proposed use of proceeds and the anticipated closing date thereof) and reflect management’s current expectations and assumptions. Such forward-looking information and statements reflect management’s current beliefs and are based on assumptions made by and information currently available to the Company. Readers are cautioned that such forward-looking information and statements are neither promises nor guarantees, and are subject to risks and uncertainties that may cause future results to differ materially from those expected including, but not limited to, the availability of financing, market conditions and future prices for copper, gold and silver, changes in personnel, actual results of exploration activities, environmental risks, operating risks, accidents, labour issues, delays in obtaining governmental approvals and permits, and other risks in the mining industry. All the forward-looking information and statements made in this news release are qualified by these cautionary statements and those in our continuous disclosure filings available on SEDAR at www.sedar.com. The forward-looking information and statements in this news release 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 save as required under applicable securities legislation.
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.
Trigon Metals on Track to Close Acquisition of the Silver Hill Copper-Silver Project, Morocco
TORONTO, Sept. 01, 2020 — Trigon Metals Inc. (TSX-V: TM) (“Trigon” or the “Company”) is pleased to provide an update on the status of its previously announced share purchase agreement (the “Agreement”) to acquire a 100% equity interest in Technomine Africa S.A.R.L and a 100% interest in the Silver Hill Project in Morocco (“Silver Hill” or the “Project”), without royalties or carried interest (government or otherwise). The Company is now in receipt of a satisfactory title opinion on the licences comprising the high potential Silver Hill and Tamadoult properties located in the Anti-Atlas region of Morocco.
Trigon has received approval of the transaction from the TSX Venture Exchange to complete the transaction and is in the process of completing the customary closing conditions pursuant to the Agreement.
The Company is also preparing a geological report (the “Report”) in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) for the Project.
Highlights of Silver Hill
- Ancient slags distributed widely across one third of the concession indicate a history of primitive metal recovery, most likely for silver.
- Abundance of copper oxide minerals, as well as old workings and slags on the property on surface and in-situ indicate excellent potential for a copper prospect.
- The Project is easily accessible via the regional road network, with a well-maintained gravel road sufficient to be used for an exploration program.
The full technical report entitled “NI 43-101 – Technical Report on the Silver Hill Copper and Silver Project, Morocco will be posted to the Company’s website at https://www.trigonmetals.com and on SEDAR under Trigon’s issuer profile upon closing of the transaction.
Jed Richardson, President and CEO of Trigon Metals, commented, “Upon closing the transaction, which is expected imminently, we can begin to show the true potential of this property and that of Morocco as a country for mineral exploration. Exploration of the property has begun through our Moroccan team.”
Silver Hill Project Overview
The Silver Hill Project is a 16km2 property in the Anti-Atlas region of Morocco. The Project is located at a regional address well known for base metals occurrences in Morocco. Morocco has a mining history that stretched over 100 years and is well known for being a mining friendly jurisdiction. Preliminary surface exploration shows copper and silver mineralization at high grades distributed over a wide surface area. Slags from ancient workings indicate historical large-scale mining for silver.
Qualified Person
The technical information presented in this press release has been reviewed and approved for disclosure by Fanie Müller, P.Eng, VP Operations of Trigon, who is a Qualified Person as defined by NI 43-101.
Trigon Metals Inc.
Trigon is a publicly traded Canadian exploration and development company with its core business focused on copper and silver holdings in mine-friendly African jurisdictions. Currently the company has operations in Namibia and Morocco. Namibia is one of the world’s most prospective copper regions, where Trigon has substantial assets in place. The Company continues to hold an 80% interest in five mining licences in the Otavi Mountainlands, an area of Namibia widely recognized for its high-grade copper deposits. Within these licences are three past producing mines including the Company’s flagship property, the Kombat Mine. The Company is currently finalizing the acquisition of the Silver Hill project, a highly prospective copper and silver exploration project in Morocco.
Cautionary Notes
This news release may contain forward-looking statements. These statements include statements regarding the Agreement, the Company’s ability to obtain adequate financing, the Company’s ability to close the Transaction, the prospectivity of the Project, the Company’s ability to explore the Project and produce a NI 43-101 mineral resource estimate, the impact of COVID-19 on the Company’s operations, the Company’s strategies and the Company’s abilities to execute such strategies, the Company’s ability to restart the Kombat operations, the Company’s expectations for the Kombat operations, and the Company’s future plans and objectives. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of factors discussed in the management discussion and analysis section of our interim and most recent annual financial statements or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. We do not assume any obligation to update any forward-looking statements, except as required by applicable laws.
Neither 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.
Q2 2020 – MD&A
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Trigon Metals: Silver Hill Drilling Shows Well Mineralized Halo Around High-Grade Core in Morocco
TORONTO, Aug. 10, 2020 — Trigon Metals Inc. (TSX-V: TM) (“Trigon” or the “Company”) is pleased to report assay results from an elementary exploratory drilling program at the Company’s Silver Hill copper-silver project (“the Project”) in Morocco (see table and figures below). The results reported are from exploratory drilling undertaken by Trigon’s acquisition target Technomine Africa SARL (“Technomine”), based on the local company’s knowledge of the area. A formal drill program is now being planned by Trigon, as more fully described below.
For the purposes of the latest preliminary drilling, Technomine had use of a small underpowered rig only capable of drilling shallow holes, of which three of the four reached the targeted mineralized structure, and two of the four ended in mineralization. The recent results demonstrate good mineralization over a larger than expected horizon. To advance the project, Trigon will utilize these encouraging results to design and implement a full exploration program to required standards.
The latest results are highlighted by:
- S1 – Silver Hill Hole 1: intercepted 13.5 metres grading 71.5 g/t silver and 1.08% at 26.5 to 40 metres down the hole, drill core ended in mineralization. Within the drill intercept was 2.5 metres grading 266.6 g/t silver and 3.87% copper.
- S3 – Silver Hill Hole 3: intercepted 7.0 metres grading 48.6 g/t silver and 0.75% copper at 25 to 32 metres down the hole, the hole ended at 35.5 metres. Within the drill intercept was 1.5 metres grading 122 g/t silver and 1.59% copper.
- S5 – Silver Hill Hole 5: intercepted 5.0 metres grading 18.9 g/t silver and 1.49% copper at 29 to 34 metres down the hole, drill core ended in mineralization.
Holes were drilled at a 70° angle and drill intercepts are presumed to represent true width of the structure. Silver Hill Hole S2 did not reach the mineralized layer. The hole reached a maximum depth of 36 metres.
Jed Richardson, President and CEO of Trigon Metals, said, “We are very pleased by these initial results from Silver Hill, which demonstrate that the high grade surface samples we initially received were indicative of the mineralization underneath, and show there are notable grades of silver and copper in the rock above and below the visibly mineralized layer. Particularly encouraging were certain results that showed very little visible mineralization but returned very high copper grades at the end of the hole, suggesting more mineralization may occur beyond the reach of the drill hole. In S1, the upper portions of the mineralized layer showed elevated grades of copper before silver grades increased as the hole went deeper. We are encouraged to test S4 and S6 – holes that were visibly similar but were not initially analyzed because time was limited for sample preparation.”
Table 1 – Silver Hill Drill Results
Hole ID | From (m) | To (m) | Intercept(m) | Ag (g/t) | Cu (%) |
SH S1* | 27.5 | 40.0 | 13.5 | 71.5 | 1.08 |
Including* | 32.0 | 40.0 | 8.0 | 115.8 | 1.59 |
including | 33.5 | 36.0 | 2.5 | 266.6 | 3.87 |
SH S3 | 25.0 | 32.0 | 7.0 | 48.6 | 0.75 |
including | 30.0 | 31.5 | 1.5 | 122 | 1.59 |
SH S5* | 29.0 | 34.0 | 5.0 | 18.9 | 1.49 |
*ended in mineralization
As indicated above (see Table 1 – Silver Hill Drill Results), work has begun on site at Silver Hill for Trigon’s own program to test the extent of this mineralization. Trigon has planned drilling and systematic surface sampling to test the down dip extension of the mineralization delineated in this drilling, to test the relationship between the upper structure (focus of the reported drilling) and the two other structures identified in early surface sampling (see Figure 1 – Silver Hill Global Map), and connect the upper structure to what appears to be lateral extension, identified by ancient workings almost 1.5 km to 2 km away.
Figure 1 – Silver Hill Global Map
Figure 2 – Silver Hill Focused Area
Silver Hill Project Overview
The Silver Hill Project is a 16km2 property in the Anti-Atlas region of Morocco. The Project is located at a regional address well known for base metals occurrences in Morocco. Morocco has a mining history that stretches over 100 years and is well known for being a mining friendly jurisdiction. Preliminary surface exploration shows copper and silver mineralization at high grades distributed over a wide surface area. Slags from ancient workings indicate historical large-scale mining for silver. As noted in the press release dated August 4, 2020, closing of the transaction is expected to occur shortly.
Qualified Person
The technical information presented in this press release has been reviewed and approved for disclosure by Fanie Müller, P.Eng, VP Operations of Trigon, who is a Qualified Person as defined by NI 43-101.
Trigon Metals Inc.
Trigon is a publicly traded Canadian exploration and development company with its core business focused on copper and silver holdings in mine-friendly African jurisdictions. Currently the company has operations in Namibia and Morocco. Namibia is one of the world’s most prospective copper regions, where Trigon has substantial assets in place. The Company continues to hold an 80% interest in five mining licences in the Otavi Mountainlands, an area of Namibia widely recognized for its high-grade copper deposits where the Company is focused on exploration and re-development of the previously producing Kombat mine. The Company is also currently finalising the acquisition of the Silver Hill project, a highly prospective copper and silver exploration project in Morocco.
Cautionary Notes
This news release may contain forward-looking statements. These statements include statements regarding the exploratory drill program at Silver Hill and the results thereof, the future exploration plans for Silver Hill, the prospectivity of the Project, the Company’s ability to explore and advance the Project, the impact of COVID-19 on the Company’s operations, the Company’s strategies and the Company’s abilities to execute such strategies, and the Company’s future plans and objectives. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of factors discussed in the management discussion and analysis section of our interim and most recent annual financial statements or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. We do not assume any obligation to update any forward-looking statements, except as required by applicable laws.
Neither 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.
Trigon Metals: Agreement Extended to Acquire the ‘Silver Hill’ Copper-Silver Exploration Project in Morocco: Environmental Permit Received
TORONTO, Aug. 04, 2020 — Trigon Metals Inc. (TSX-V: TM) (“Trigon” or the “Company”) is pleased to announce that it has signed an amendment to extend the share purchase agreement dated as of May 25, 2020 (the “Definitive Agreement”), pursuant to which it is to acquire a 100% equity interest in Technomine Africa SARL (“Technomine”), (the “Transaction”). Technomine is a Moroccan company that owns a 100% interest in the Silver Hill Project (“Silver Hill” or the “Project”) located in the Anti-Atlas region of Morocco. The Definitive Agreement was set to expire on July 31, 2020, as Trigon and Technomine await regulatory approvals necessary for the completion of the Transaction.
Approvals and title transfers required prior to the completion of the Transaction have taken longer than usual as a result of backlogs in Morocco created by the COVID-19 global pandemic. Nevertheless, the Company is pleased to report the administrative item responsible for the delay, the mining licence, was finally signed on July 29, 2020, validating the permit for the next eight years (until December 2028). Final closing should occur shortly.
The Company is also pleased to announce that the regulatory delay has not slowed work on the Project, and the Trigon team has been working on site since intercity travel restrictions were first lifted in early June. First exploration results from Silver Hill are expected soon, as samples have been received in Vancouver on July 27th and the Company expects to be in a position to report results once assays are completed.
Building on the good work completed by Technomine, on May 21, 2020, the environmental permit was granted by local investment authorities for the exploration, exploitation and treatment of copper and silver metal for a period of five years. This is advanced permit that included community consultation, plans for dust suppression and handling of explosives despite the Project’s early stage. This permit grants the environmental approvals to take the Project through to production.
Silver Hill Project Overview
The Transaction is centred around the Silver Hill Project (see press release dated November 19, 2019), a 16km2 property in the Anti-Atlas region of Morocco, already home to Africa’s major silver mines (Imiter, Zgounder). Surface exploration shows copper and silver mineralization at high grades distributed over a wide surface area. Slags from ancient workings indicate historical large-scale mining for silver.
Morocco is a favourable jurisdiction for mining, with an established industry producing at a rate of approximately 40 million tonnes of minerals per year. The country is a friendly business environment with a strong mining history, but very little systematic modern exploration.
Terms of the Transaction
Under the terms of the Definitive Agreement, the Company will acquire a 100% equity interest in Technomine, the owner of the Project. As consideration, Trigon must pay to Technomine shareholders (the “Vendors”) CAD $500,000 in cash and issue 6,000,000 common shares on closing of the Transaction (the “First Payment”). On the one-year anniversary of the closing of the Transaction, Trigon must pay to the Vendors CAD $400,000, and issue such number of Trigon common shares equal to CAD $250,000 (the “Second Payment”).
Furthermore, pursuant to the terms of the Definitive Agreement, upon the completion of an independent National Instrument 43-101 compliant mineral resource estimate on the Project showing at least 100,000 tonnes of contained copper and/or equivalent, Trigon shall issue such number of shares equal to CAD$1,250,000 to the Vendors.
In addition, a finder’s fee of 5% of the cash and share consideration paid to the Vendors pursuant to the First Payment and the Second Payment must be paid in cash and shares by Trigon to Majilias Inc., an arm’s length person. The finder’s fee shall be paid concurrently with the payments to the Vendors, as described above.
The Transaction is subject to customary closing conditions, including the approval of the TSX Venture Exchange. All parties to the transaction operate at arm’s length from one another.
Trigon Metals Inc.
Trigon is a publicly traded Canadian exploration and development company with its core business focused on copper operations in Namibia, one of the world’s most prospective copper regions, where it has substantial assets in place. The Company continues to hold an 80% interest in five mining licences in the Otavi Mountain lands, an area of Namibia widely recognized for its high-grade copper deposits. Within these licences are three past producing mines including the Company’s flagship property, the Kombat Mine.
Cautionary Notes
This news release may contain forward-looking statements. These statements include statements regarding the Definitive Agreement, the Company’s ability to obtain adequate financing, the Company’s ability to close the Transaction, the prospectivity of the Project, the Company’s ability to explore the Project and produce a NI 43-101 mineral resource estimate, the impact of COVID-19 on the Company’s operations, the Company’s strategies and the Company’s abilities to execute such strategies, and the Company’s future plans and objectives. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of factors discussed in the management discussion and analysis section of our interim and most recent annual financial statements or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. We do not assume any obligation to update any forward-looking statements, except as required by applicable laws.
Neither 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.