Goliath Resources Limited (TSX-V: GOT) (OTCQB: GOTRF) (FSE:
B4IF) (the
“Company” or
“Goliath”) is pleased to report Mr. Rob McEwen and
Crescat Capital LLC have both agreed to make a strategic investment
in Goliath through a non-brokered private placement. It is
scheduled to close on or before September 29, 2023.
Based on the exceptional drilling results during
the 2023 season, Goliath successfully secured a total of 6 diamond
drill rigs and expanded the program from 18,000 to ~34,000 meters.
100% of all holes drilled in 2023 intersected mineralization over a
1.8 square kilometer area, were 42% of 89 holes encountered visible
gold and several intercepted abundant visible gold up to 1% in
diamond drill core.
Mr. Rob McEwen has agreed to subscribe for
$1,000,000 of NFT units from an entity controlled by him. He is the
founder and former Chairman of Goldcorp where he discovered, built,
and operated the Red Lake Mine in Ontario which was acquired by
Newmont Mining in 2019 for US$10 billion. Mr. McEwen is currently
the Executive Chairman and Chief Owner of McEwen Mining Inc.
Goliath’s largest shareholder, Crescat Capital,
who currently owns ~18% (P/D) of the issued and outstanding common
shares of the Company, will be participating in the Offering
pursuant to a pre-emptive right granted to them by the Goliath.
“We are extremely honoured and pleased to have
Mr. McEwen participating in this financing as a lead order, which
demonstrates that our new discovery has attracted the attention of
an esteemed investor and experienced miner. We look forward to Mr.
McEwen’s input and guidance as we further drill out the Surebet
discovery and continue to unlock shareholder value at our
Golddigger Property” states Mr. Roger Rosmus, the Founder and Chief
Executive Officer of Goliath, “as well, we very much appreciate the
continued support and guidance from the Crescat Capital team”.
Goliath intends to raise up to $5,000,000
through a non-brokered private placement in a combination of: (i)
non-flow-through units to be sold at a price of $0.63 per NFT unit.
Each NFT unit will consist of one-half purchase warrant entitling
the holder thereof to purchase one common share for every whole
warrant for a period of 18 months from the date of issuance at an
exercise price of $0.78; and (ii) flow-through shares to be sold at
a price of $0.67 and will be composed of one common share that will
qualify as a flow-through share within the meaning of Subsection
66(15) of the Income Tax Act (Canada).
British Columbia Super Flow - the B.C. mining
flow-through share (B.C. MFTS) tax credit allows BC Residents who
invest in flow-through shares to claim a provincial non-refundable
tax credit of 20% of their B.C. flow-through mining expenditures.
B.C. flow-through mining expenditures are specific exploration
expenses incurred by a PBC and renounced by a corporation issuing
the flow-through shares.
The warrants for the NFT units will be subject
to the same terms, with each warrant entitling the holder thereof
to purchase one common share for a period of 18 months from the
date of issuance at an exercise price of $0.78 per whole warrant
share.
The Company intends to use the gross proceeds
raised from the FT offering for exploration and related programs on
Goliath’s Golddigger and Lucky Strike properties located in and
around the Golden Triangle of northwestern British Columbia. The
proceeds from the NFT offering be used for general working capital
and administrative purposes.
The gross proceeds from the FT offering will be
used for Canadian exploration expenses as such term is defined in
paragraph (f) of the definition of Canadian exploration expense in
Subsection 66.1(6) of the tax act, flow-through mining expenditures
as defined in Subsection 127(9) of the tax act that will qualify as
flow-through mining expenditures, and B.C. flow-through mining
expenditures as defined in Subsection 4.721(1) of the Income Tax
Act (British Columbia), which will be incurred on or before Dec.
31, 2024, and renounced with an effective date no later than Dec.
31, 2023. British Columbia Super Flow - the B.C. mining
flow-through share (B.C. MFTS) tax credit allows BC Residents who
invest in flow-through shares to claim a provincial non-refundable
tax credit of 20% of their B.C. flow-through mining expenditures.
B.C. flow-through mining expenditures are specific exploration
expenses incurred by a PBC and renounced by a corporation issuing
the flow-through shares.
Goliath may pay finders' fees composed of cash
and warrants in connection with the offering, subject to compliance
with the policies of the TSX Venture Exchange. All securities
issued and sold under the offering will be subject to a hold period
expiring four months and one day from their date of issuance.
Completion of the offering and the payment of any finders' fees
remain subject to the receipt of all necessary regulatory
approvals, including the approval of the TSX Venture Exchange.
About Crescat Capital LLC
Crescat is a global macro asset management firm
headquartered in Denver, Colorado. Crescat’s mission is to grow and
protect wealth over the long term by deploying tactical investment
themes based on proprietary value-driven equity and macro models.
Crescat’s goal is industry leading absolute and risk-adjusted
returns over complete business cycles with low correlation to
common benchmarks. Crescat’s investment process involves a mix of
asset classes and strategies to assist with each client’s unique
needs and objectives and includes Global Macro, Long/Short and
Precious Metals funds.
Crescat is advised by Dr. Quinton Hennigh, its
geologic and technical director on investments in gold and silver
resource companies. Dr. Hennigh became an economic geologist after
obtaining his PhD in Geology/Geochemistry from the Colorado School
of Mines. He has more than 30 years of exploration experience with
major gold mining firms that include Homestake Mining, Newcrest
Mining and Newmont Mining. Recently, Dr. Hennigh founded Novo
Resources Corp., and is currently serving as Co-Chairman. Among his
notable project involvements are First Mining Gold’s Springpole
gold deposit in Ontario, Kirkland Lake Gold’s acquisition of the
Fosterville gold mine in Australia, the Rattlesnake Hills gold
deposit in Wyoming, and Lion One’s Tuvatu gold project on Fiji,
among many others.
Golddigger Property
The Golddigger Property is 100 % controlled
covering an area of 61,685 hectares (152,427 acres) and is in a
world class geological setting of the Eskay Rift within the Golden
Triangle of British Columbia. The property encompasses 56
kilometers of the ‘Red Line’ that is host to multiple world class
deposits. The Surebet discovery has exceptional metallurgy with
gold recoveries of 92.2% inclusive of 48.8% free gold from gravity
alone at a 327-micrometer crush (no deleterious elements or cyanide
required). Its is in an excellent location close in proximity to
the communities of Alice Arm and Kitsault where there is a
permitted mill site on private property. It is situated on tide
water with direct barge access to Prince Rupert (190 kilometers via
the Observatory inlet/Portland inlet). The town of Kitsault is
accessible by road (190 kilometers from Terrace, 300 kilometers
from Prince Rupert) and has a barge landing, dock, infrastructure
capable of housing more than 300 people, and high-tension power.
Additional infrastructure in the area includes the Dolly Varden
Silver Mine Road (only 7 kilometers to the East of the Surebet
discovery) with direct road access to Alice Arm barge landing (18
kilometers to the south of the Surebet discovery) and high-tension
power (25 kilometers to the East of Surebet discovery). The city of
Terrace (population 16,000) provides access to railway, major
highways, and airport with supplies (food, fuel, lumber, etc.),
while the town of Prince Rupert (population 12,000) is located on
the west coast and houses an international container seaport also
with direct access to railway and an airport with supplies.
Qualified Person
Rein Turna P. Geo is the qualified person as
defined by National Instrument 43-101, for Goliath Resource Limited
projects, and supervised the preparation of, and has reviewed and
approved, the technical information in this release.
Other
Oriented HQ-diameter or NQ-diameter diamond
drill core from the drill campaign is placed in core boxes by the
drill crew contracted by the Company. Core boxes are transported by
helicopter to the staging area, and then transported by truck to
the core shack. The core is then re-orientated, meterage blocks are
checked, meter marks are labelled, Recovery and RQD measurements
taken, and primary bedding and secondary structural features
including veins, dykes, cleavage, and shears are noted and
measured. The core is then described and transcribed in MX
Deposit™. Drill holes were planned using Leapfrog Geo™ and
QGIS™ software and data from the 2017-2022 exploration
campaigns. Drill core containing quartz breccia, stockwork, veining
and/or sulphide(s), or notable alteration are sampled in lengths of
0.5 to 1.5 meters. Core samples are cut lengthwise in half,
one-half remains in the box and the other half is inserted in a
clean plastic bag with a sample tag. Standards, blanks and
duplicates were added in the sample stream at a rate of 10%.
Grab, channels, chip and talus samples were
collected by foot with helicopter assistance. Prospective areas
included, but were not limited to, proximity to MINFile locations,
placer creek occurrences, regional soil anomalies, and potential
gossans based on high-resolution satellite imagery. The rock grab
and chip samples were extracted using a rock hammer, or hammer and
chisel to expose fresh surfaces and to liberate a sample of
anywhere between 0.5 to 5.0 kilograms. All sample sites were
flagged with biodegradable flagging tape and marked with the sample
number. All sample sites were recorded using hand-held GPS units
(accuracy 3-10 meters) and sample ID, easting, northing, elevation,
type of sample (outcrop, subcrop, float, talus, chip, grab, etc.)
and a description of the rock were recorded on all-weather paper.
Samples were then inserted in a clean plastic bag with a sample tag
for transport and shipping to the geochemistry lab. QA/QC samples
including blanks, standards, and duplicate samples were inserted
regularly into the sample sequence at a rate of 10%.
All samples are transported in rice bags sealed
with numbered security tags. A transport company takes them from
the core shack to the ALS labs facilities in North Vancouver. ALS
is either certified to ISO 9001:2008 or accredited to ISO
17025:2005 in all of its locations. At ALS samples were processed,
dried, crushed, and pulverized before analysis using the ME-MS61
and Au-SCR21 methods. For the ME-MS61 method, a prepared sample is
digested with perchloric, nitric, hydrofluoric, and hydrochloric
acids. The residue is topped up with dilute hydrochloric acid and
analyzed by inductively coupled plasma atomic emission
spectrometry. Overlimits were re-analyzed using the ME-OG62 and
Ag-GRA21 methods (gravimetric finish). For Au-SCR21 a large volume
of sample is needed (typically 1-3kg). The sample is crushed and
screened (usually to -106 micron) to separate coarse gold particles
from fine material. After screening, two aliquots of the fine
fraction are analysed using the traditional fire assay method. The
fine fraction is expected to be reasonably homogenous and well
represented by the duplicate analyses. The entire coarse fraction
is assayed to determine the contribution of the coarse gold.
The reader is cautioned that grab samples are
spot samples which are typically, but not exclusively, constrained
to mineralization. Grab samples are selective in nature and
collected to determine the presence or absence of mineralization
and are not intended to be representative of the material
sampled.
About Goliath Resources
Limited
Goliath Resources Limited is an explorer of
precious metals projects in the prolific Golden Triangle of
northwestern British Columbia and Abitibi Greenstone Belt of
Quebec. All its projects are in world class geological settings and
geopolitical safe jurisdictions amenable to mining in Canada.
For more information please
contact: Goliath Resources Limited Mr. Roger
Rosmus Founder and CEO Tel:
+1.416.488.2887roger@goliathresources.com
www.goliathresourcesltd.com
* Widths are reported in drill core lengths and
the true widths are estimated to be 80-90% and AuEq metal values
are calculated using: Au 1924.79 USD/oz, Ag 22.76 USD/oz, Cu 3.75
USD/lbs, Pb 2,128.75 USD/ton and Zn 2,468.50 USD/ton on August 9,
2023. There is potential for economic recovery of gold, silver,
copper, lead, and zinc from these occurrences based on other mining
and exploration projects in the same Golden Triangle Mining Camp
where Goliath’s project is located such as the Homestake Ridge Gold
Project (Auryn Resources Technical Report, Updated Mineral Resource
Estimate and Preliminary Economic Assessment on the Homestake Ridge
Gold Project, prepared by Minefill Services Inc. Bothell,
Washington, dated May 29, 2020). Here, AuEq values were calculated
using 3-year running averages for metal price, and included
provisions for metallurgical recoveries, treatment charges,
refining costs, and transportation. Recoveries for Gold were 85.5%,
Silver at 74.6%, Copper at 74.6% and Lead at 45.3%. It will be
assumed that Zinc can be recovered with the Copper at the same
recovery rate of 74.6%. The quoted reference of metallurgical
recoveries is not from Goliath’s Golddigger Project, Surebet Zone
mineralization, and there is no guarantee that such recoveries will
ever be achieved, unless detailed metallurgical work such as in a
Feasibility Study can be eventually completed on the Golddigger
Project.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange), nor the OTCQB Venture Market
accepts responsibility for the adequacy or accuracy of this
release. Certain statements contained in this press release
constitute forward-looking information. These statements relate to
future events or future performance. The use of any of the words
"could", "intend", "expect", "believe", "will", "projected",
"estimated" and similar expressions and statements relating to
matters that are not historical facts are intended to identify
forward-looking information and are based on Goliath’s current
belief or assumptions as to the outcome and timing of such future
events. Actual future results may differ materially. In particular,
this release contains forward-looking information relating to,
among other things, the ability of the Company to complete
financings and its ability to build value for its shareholders as
it develops its mining properties. Various assumptions or factors
are typically applied in drawing conclusions or making the
forecasts or projections set out in forward-looking information.
Those assumptions and factors are based on information currently
available to Goliath. Although such statements are based on
management's reasonable assumptions, there can be no assurance that
the proposed transactions will occur, or that if the proposed
transactions do occur, will be completed on the terms described
above.
The forward-looking information contained in
this release is made as of the date hereof and Goliath is not
obligated to update or revise any forward-looking information,
whether as a result of new information, future events or otherwise,
except as required by applicable securities laws. Because of the
risks, uncertainties and assumptions contained herein, investors
should not place undue reliance on forward-looking information. The
foregoing statements expressly qualify any forward-looking
information contained herein.
This announcement does not constitute an offer,
invitation, or recommendation to subscribe for or purchase any
securities and neither this announcement nor anything contained in
it shall form the basis of any contract or commitment. In
particular, this announcement does not constitute an offer to sell,
or a solicitation of an offer to buy, securities in the United
States, or in any other jurisdiction in which such an offer would
be illegal.
The securities referred to herein have not been
and will not be 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.
NOT FOR DISSEMINATION IN THE UNITED
STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT
CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED
HEREIN.
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