Wealth Minerals Ltd. (the “
Company” or
“
Wealth”) - (TSXV: WML; OTCQX: WMLLF; SSE: WMLCL;
Frankfurt: EJZN) announces that, further to its news releases
dated December 4, 2018 and April 4, 2019, its
wholly-owned subsidiary, Wealth Copper Ltd. (“
Wealth
Copper”) has entered into a definitive share purchase
agreement (the “
Share Purchase Agreement”) to
acquire 100% of TriMetals Mining Inc.’s (“
TMI”)
interest in and to the mineral exploitation concessions and the
mineral exploration concessions (the “
Escalones Exploration
Concessions”) and related assets and liabilities that
comprise the Escalones copper-gold porphyry project (the
“
Escalones Project”).
Pursuant to the terms of the Share Purchase
Agreement entered into among Wealth, Wealth Copper, TMI and
Escalones Resource Corp. (a wholly-owned subsidiary of TMI),
Wealth Copper will acquire a 100% interest in and to the Escalones
Project covering an area of 161 km2 located 97 km southeast of
Santiago, Chile (the “Escalones
Transaction”). As consideration, Wealth Copper will
deliver 25,000,000 common shares in its capital (each, a
“Wealth Copper Share”) to TMI, make an aggregate
of $1,000,000 in cash payments to TMI and grant to TMI a 2% net
smelter returns royalty on the Escalones Exploration
Concessions. The 25,000,000 Wealth Copper Shares held by TMI,
together with the 25,000,000 shares held by Wealth, will
collectively represent 100% of the issued and outstanding Wealth
Copper Shares (a total of 50 million), excluding any Wealth Copper
Shares issued in connection with the Concurrent Financing (as
defined below). The closing of the Escalones Transaction is
expected to take place on or before June 30, 2019.
Henk van Alphen, Wealth’s CEO, stated, “We are
extremely pleased to be moving forward with the acquisition of the
Escalones Property, which is expected to be one several Chilean
copper projects in which Wealth will have an interest. Wealth
continues to focus on its world class lithium projects. We
are confident that this copper property acquisition will complement
the company’s lithium assets and will allow Wealth to further
develop its battery metal asset portfolio in Chile.”
Escalones Project
Description
The Escalones Project is located 35 km east of
El Teniente, one of the world’s largest underground copper mines
and within the renowned Chilean porphyry copper belt that runs
north-south in the central Andes Mountains.
The Escalones Project covers an area of 161 km2,
of which (i) 46 km2 are covered by 19 exploitation concessions
that are the subject of an option agreement between an indirect,
wholly- owned subsidiary of TMI, TriMetals Mining Chile SCM
(“TMI Chile”) and a third-party vendor for a 100%
interest in and to the concessions and (ii) 115 km2 are covered by
40 exploration concessions, owned by TMI Chile. Upon the
completion of the Escalones Transaction, Wealth Copper will own,
indirectly, all of the issued and outstanding shares of TMI
Chile.
The Escalones Project has excellent
infrastructure, including road access, electricity, access to
seaports, and a gas pipeline that crosses a 70 km2 portion of the
property. The Escalones Project hosts a 4 km2 area of
hydrothermal alteration with coincident geophysical anomalies that
has demonstrated significant grades of copper, gold and silver in
replacement-style skarn mineralization hosted in limestones and as
porphyry-related mineralization. The exposed mineralization
at the Escalones Project occurs in limestones and interbedded
shales that have been intruded by andesite and dacite porphyry
bodies, which are known to host ore at the El Teniente copper
mine. Copper mineralization at the Escalones Project occurs
primarily as chalcopyrite, bornite, covelline as well as copper
oxides near surface. The hydrothermal alteration exposed at
surface includes intense zones of quartz-sericite, potassic, and
calc-silicate alteration assemblages.
The Going-Public
Transaction
In connection with closing of the Escalones
Transaction, Wealth Copper will have entered into a letter of
intent with a TSXV listed issuer (“ListingCo”; and
after the closing of the Going-Public Transaction, the
“Resulting Issuer”) in respect of a reverse
takeover transaction (the “Going-Public
Transaction”), whereby ListingCo will acquire all of the
issued and outstanding Wealth Copper Shares and continue the
business of Wealth Copper in exchange for the issuance of common
shares in the capital of ListingCo to the Wealth Copper
shareholders on a one (1) for one (1) basis. It is also
the intention of the parties that in connection with the
Going-Public Transaction, private placement financings by either
Wealth Copper and/or ListingCo will be completed in the aggregate
amount of at least $5,000,000 (the “Concurrent
Financing”). The parties have agreed that TMI's
ownership interest in the Resulting Issuer will not be less than
30% immediately after giving effect to the Going-Public Transaction
and the Concurrent Financing and TMI has been granted the right to
participate in certain future equity financings to allow TMI to
maintain its pro rata ownership interest in the equity capital of
the Resulting Issuer. In addition, each of TMI and Wealth
will be granted the right to nominate one director to the board of
directors of the Resulting Issuer for so long as it holds at least
20% of the issued and outstanding shares of the Resulting
Issuer.
The Escalones Transaction is subject to certain
conditions, including the completion of the Concurrent Financing,
the execution of a letter of intent with ListingCo in respect of
the Going Public Transaction and approvals of the Toronto Stock
Exchange (the “TSX”) and TSXV, as applicable.
Qualified Person
Keith J. Henderson, P.Geo, a qualified person as
defined by NI 43-101, has reviewed the scientific and technical
information that forms the basis for the technical disclosure in
this news release. Mr. Henderson is not independent of
the Company as he is a shareholder, a consultant to the Company and
holds incentive stock options of the Company.
About Wealth Minerals Ltd.
Wealth is a mineral resource company with
interests in Canada, Mexico, Peru and Chile. The Company’s main
focus is the acquisition and development of lithium projects in
South America. To date, the Company has positioned itself to
develop the Atacama Project alongside existing producers in the
prolific Atacama region, where the Company has a substantial
licenses package. The Company has also positioned itself to
play a role in asset consolidation in Chile with various lithium
properties throughout the country.
Lithium market dynamics and a rapidly increasing
metal price are the result of profound structural issues with the
industry meeting anticipated future demand. Wealth is positioning
itself to be a major beneficiary of this future mismatch of supply
and demand. The Company also maintains and continues to evaluate a
portfolio of precious and base metal exploration-stage
projects.
For further details on the Company readers are
referred to the Company’s website (www.wealthminerals.com) and its
Canadian regulatory filings on SEDAR at www.sedar.com.
On Behalf of the Board of Directors
ofWEALTH MINERALS LTD.
“Hendrik van Alphen”Hendrik van AlphenChief
Executive Officer
For further information, please contact: |
Marla RitchiePhone: 604-331-0096 Ext. 3886 or 604-638-3886E-mail:
info@wealthminerals.com |
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 news release.
Cautionary Note Regarding
Forward-Looking Statements
This news release contains forward-looking
statements and forward-looking information (collectively,
“forward-looking statements”) within the meaning of applicable
Canadian and U.S. securities legislation, including the United
States Private Securities Litigation Reform Act of 1995. All
statements, other than statements of historical fact, included
herein including, without limitation, anticipated exploration
program results from exploration activities, the Company’s
expectation that it and Wealth Copper will be able to complete the
Escalones Transaction and the Going-Public Transaction or enter
into agreements to acquire interests in additional mineral
properties, including the definitive agreements with respect to the
Going-Public Transaction, the discovery and delineation of mineral
deposits/resources/reserves, the closing and amount of the
Concurrent Financing, and the anticipated business plans and
timing of future activities of the Company and Wealth Copper,
including the timing for the closing of the Escalones Transaction,
are forward-looking statements. Although the Company believes
that such statements are reasonable, it can give no assurance that
such expectations will prove to be correct. Forward-looking
statements are typically identified by words such as: “believes”,
“expects”, “anticipates”, “intends”, “estimates”, “plans”, “may”,
“should”, “would”, “will”, “potential”, “scheduled” or variations
of such words and phrases and similar expressions, which, by their
nature, refer to future events or results that may, could, would,
might or will occur or be taken or achieved. In making the
forward-looking statements in this news release, the Company has
applied several material assumptions, including without limitation,
that it will be able to negotiate and enter into the definitive
agreements for the Going-Public Transaction, and that it will
obtain TSX and TSXV acceptance and the required corporate approvals
of same, that there will be investor interest in the Concurrent
Financing, market fundamentals will result in sustained lithium,
vanadium, copper and precious metals demand and prices, the receipt
of any necessary permits, licenses and regulatory approvals in
connection with the future development of the Company’s Chilean
lithium and copper projects in a timely manner, the availability of
financing on suitable terms for the development, construction and
continued operation of the Company’s projects and the Company’s
ability to comply with environmental, health and safety laws.
Forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company and
Wealth Copper to differ materially from any future results,
performance or achievements expressed or implied by the
forward-looking information. Such risks and other factors
include, among others, operating and technical difficulties in
connection with mineral exploration and development activities,
actual results of exploration activities, including on the
Escalones Project, the estimation or realization of mineral
reserves and mineral resources, the fact that the Company’s and
Wealth Copper’s interests in the Escalones Exploration Concessions
will be an option only and there is no guarantee that such
interests, if earned, will be certain, the timing and amount of
estimated future production, the costs of production, capital
expenditures, the costs and timing of the development of new
deposits, requirements for additional capital, future prices of
lithium and copper, changes in general economic conditions, changes
in the financial markets and in the demand and market price for
commodities, lack of investor interest in the Concurrent Financing,
accidents, labour disputes and other risks of the mining industry,
delays in obtaining governmental approvals, permits or financing or
in the completion of development or construction activities,
changes in laws, regulations and policies affecting mining
operations, title disputes, the inability of the Company, Wealth
Copper, TMI, and ListingCo, as applicable, to obtain any necessary
permits, consents, approvals or authorizations, including
acceptance by the TSX and TSXV, as applicable, required for the
filing of the definitive agreements for the Escalones Transaction,
the Concurrent Financing and the Going-Public Transaction, the
timing and possible outcome of any pending litigation,
environmental issues and liabilities, and risks related to joint
venture operations, and other risks and uncertainties disclosed in
the Company’s latest interim Managements’ Discussion and Analysis
and filed with the Canadian Securities Authorities. All of
the Company’s Canadian public disclosure filings may be accessed
via www.sedar.com and readers are urged to review these materials,
including the technical reports filed with respect to the Company’s
mineral properties.
Readers are cautioned not to place undue
reliance on forward-looking statements. The Company undertakes no
obligation to update any of the forward-looking statements in this
news release or incorporated by reference herein, except as
otherwise required by law.
Wealth Minerals (TSXV:WML)
Historical Stock Chart
Von Mär 2024 bis Apr 2024
Wealth Minerals (TSXV:WML)
Historical Stock Chart
Von Apr 2023 bis Apr 2024