Explor Resources Inc.
or the "Corporation
") (TSX-V: EXS, OTC PK:
EXSFF, FSE & BE: E1H1)
is pleased to announce that it
has signed today an Amalgamation Agreement (the
”) with Pure Nickel Inc. (“Pure
”) to merge the companies on a 54/46 (Explor/Pure
Nickel) basis (the “Transaction
In connection with the Transaction, Pure Nickel
will issue approximately 95,198,612 common shares of Pure Nickel in
exchange for all of the issued and outstanding common shares of
Explor. As a result, upon completion of the Transaction, the
combined company will have approximately 177,891,951 shares
outstanding with Explor shareholders holding voting control.
Today, Pure Nickel issued a press release titled
“Pure Nickel Announces the Entering into of an Investment
Agreement with Eric Sprott for a Three Million Dollar Investment in
Support of a Proposed Merger with Explor Resources.”
Please see Pure Nickel’s press release for more details.
Under the terms of the Agreement, Pure Nickel
has agreed to subscribe for 10,000,000 units of Explor at a price
of $0.05 per unit, representing a total amount of $500,000. Each
unit of Explor is comprised of one common share and one-half of one
common share purchase warrant. Each whole purchase warrant will be
exercisable into one common share at a price of $0.10 per share for
a period of 24 months. The securities that will be issued at the
closing of this private placement will be subject to a hold period
of four months and one day from closing. Explor intends to use the
funds from the private placement to complete the Transaction and
for general corporate purposes. The private placement is subject to
TSX Venture Exchange approval.
Pure Nickel will use proceeds from the issuance
of the Debenture to fund the completion of the Transaction and for
the advancement of the Timmins Porcupine West Gold Property (the
“TPW Property” or “Property”),
located in the Timmins Porcupine Mining Camp in Ontario. Mr. R.
David Russell, current CEO of Pure Nickel, will continue as the
Chief Executive Officer and President of the new company and Mr.
Christian Dupont, of Explor, will become the Vice President and
Chief Operating Officer.
Chris Dupont, President and CEO of Explor
Resources Inc. commented: “The Explor Board is pleased to form this
Amalgamation with Pure Nickel. We believe that this
amalgamation is in the best interests of Explor Shareholders and
will increase shareholder value. The resulting company will work on
advancing its gold projects to production such as the Timmins
Porcupine Gold Project and Pure Nickel’s Neal Gold Project.”
Both Pure Nickel and Explor Resources executives
have geological, mining and management history for developing
similar type of deposits within the Timmins Gold Mining Camp.
Mr. Russell, as the Apollo Gold CEO, led the acquisition and
re-development of the Glimmer Gold Mine starting in 2002, it later
became the Black Fox Mine from 2002 – 2010 within the Apollo Gold
Company. (Note: The Black Fox Mine has been in production since
2008 and is still in production today and operated by McEwen
The TPW Property
The Timmins Porcupine West gold property
consists of 264 unpatented mining units and 3 patented claims
located in the Bristol and Ogden Townships in the Timmins-Porcupine
Mining Camp for a total 3,550 hectares. The property is contiguous
with Tahoe Resources Inc. (now Pan American Silver) West Timmins
Mine. Highway 101 bisects the property and provides access from the
city of Timmins located 13 km to the east.
The Property has been explored since 1927 by
numerous ground geophysical surveys and diamond drilling of up to
111 holes. In 1984, Dome Exploration discovered and delineated a
gold mineralized zone that was approximately 350 meters long and 45
meters wide and open below 350 meters of vertical depth. Following
Explor’s exploration program, the strike length of the gold
mineralization was increased to greater than 2000 meters. The
continuity of mineralization continued to be confirmed, and the
structure remained open at depth below 600 meters. Explor
intersected gold mineralization in 121 out of 126 holes and 64 out
of 65 wedges.
The technical information contained in this
press release has been reviewed and approved by Christian Dupont,
P. Eng., a Qualified Person under National Instrument 43-101
Disclosure Standards for Mineral Projects.
Explor Resources Inc. is a publicly
listed company trading on the TSX Venture (EXS), on the OTC PK
(EXSFF) and on the Frankfurt and Berlin Stock Exchanges
This Press Release was prepared by Explor.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the Policies of the TSX
Venture Exchange) has reviewed or accepts responsibility for the
adequacy or accuracy of this release.
About Pure Nickel
Pure Nickel is a mineral exploration and
development company. Since the start of 2019, Pure Nickel has made
strategic steps to expand its focus to include gold and silver
exploration. The addition of the Neal Project in Idaho, in
partnership with Eric Sprott, provides the Company with an advanced
stage gold exploration project that is expected to continue to
return positive exploration results and holds the potential to be
advanced to production.
About Explor Resources Inc.
Explor Resources Inc. is a Canadian-based
natural resources company with mineral holdings in Ontario, Québec,
and New Brunswick. Explor is currently focused on exploration in
the Abitibi Greenstone Belt. The belt is found in both provinces of
Ontario and Québec with approximately 33% in Ontario and 67% in
Québec. The Belt has produced in excess of 180,000,000 ounces of
gold and 450,000,000 tonnes of cu-zn ore over the last 100 years.
The Corporation was continued under the laws of Alberta in 1986 and
has had its main office in Québec since 2006.
Explor Resources Flagship project is the Timmins
Porcupine West (TPW) Project located in the Porcupine mining camp,
in the Province of Ontario. The TPW mineral resource (Press Release
dated August 27, 2013) includes the following:
|Open Pit Mineral Resources at a 0.30 g/t Au
cut-off grade are as follows:
||213,000 oz (4,283,000 tonnes at 1.55 g/t
||77,000 oz (1,140,000 tonnes at 2.09 g/t
|Underground Mineral Resources at a 1.70 g/t
Au cut-off grade are as follows:
||396,000 oz (4,420,000 tonnes at 2.79 g/t
||393,000 oz (5,185,000 tonnes at 2.36 g/t
This document may contain forward-looking statements relating to
Explor’s operations or to the environment in which it operates.
Such statements are based on operations, estimates, forecasts and
projections. They are not guarantees of future performance and
involve risks and uncertainties that are difficult to predict and
may be beyond Explor’s control. A number of important factors could
cause actual outcomes and results to differ materially from those
expressed in forward-looking statements, including those set forth
in other public filling. In addition, such statements relate to the
date on which they are made. Consequently, undue reliance should
not be placed on such forward-looking statements. Explor disclaims
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, save and except as may be required by applicable
For further information please contact:
|Tel: 888-997-4630 or
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