ITEM
1: BUSINESS
Red
Metal Resources Ltd. was incorporated under the Nevada Business Corporations Act on January 10, 2005, as Red Lake Exploration,
Inc. On August 27, 2008, the name of the Company was changed to Red Metal Resources Ltd. In addition to the name change, the Company’s
Articles of Incorporation were amended to increase the amount of the total authorized capital stock of the Company from 75,000,000
shares with a par value of $0.001 designated as Common Stock to 500,000,000 shares with a par value of $0.001.
On
February 10, 2021, the Company changed its corporate jurisdiction from the State of Nevada to the Province of British Columbia
by means of a process called a “conversion” under the Nevada Revised Statutes and a “continuation” under
the Business Corporations Act (British Columbia). The Articles of Incorporation and Bylaws of the Company, under the Nevada Revised
Statutes, were replaced with the Articles of the Company, under the Business Corporations Act (British Columbia), upon the Company’s
continuation to British Columbia. The authorized capital of the Company was amended to an unlimited number of common shares without
par value.
The
Company’s head office is located at 278 Bay Street, Suite 102, Thunder Bay, Ontario, P7B 1R8. The Company’s registered
office address is 700 – 595 Burrard Street, Vancouver, British Columbia, V7X 1S8.
On
August 21, 2007, the Company formed Minera Polymet Limitada (“Polymet”) as a limited liability company, under the
laws of the Republic of Chile. On September 28, 2015, the Company changed Polymet’s incorporation from Limited Liability
Company to a Closed Stock Corporation (“SpA”). As of the date of this Annual Report on Form 10-K the Company owns
100% of Polymet, which holds its Chilean mineral property interests.
General
The
Company is engaged in the business of mineral exploration in Chile with the objective to explore and, if warranted, develop mineral
properties. All of the Company’s mineral claims are located in the Candelaria iron oxide copper-gold (IOCG) belt of the
coastal cordillera, in the Carrizal Alto Mining District, III Region of Atacama, Chile. The Company has three active copper-gold
projects on two properties, namely the Farellón and Perth Projects both located on the Carrizal Property, and the Mateo
Project located on the Mateo Property. In addition to holding these active properties, as an exploration company, the Company
periodically stakes, purchases or options claims to allow time and access to fully consider the geological potential of claims.
The
Company’s flagship project, the Farellón Project, is a mid-stage exploration project consisting of eight mining concessions
totaling 1,234 hectares.
The
Company acquired the initial mining claim for the Farellón Project pursuant to an assignment agreement between Polymet
and Minera Farellón Limitada (“Minera Farellón”) dated September 25, 2007, and amended on November 20,
2007. Under the terms of the assignment agreement, Minera Farellón agreed to assign to Polymet its option to buy the Farellón
1 al 8 mining concession. Polymet acquired the option on April 25, 2008, and concurrently assumed all of Minera Farellón’s
rights and obligations under the Farellón option agreement. Polymet exercised the option and bought the property from the
vendor on April 25, 2008. The patented mining concessions are registered in the name of and owned 100% by Polymet.
On
September 17, 2008, the Company acquired the Cecil 1 - 49, Cecil 1 - 40 and Burghley 1 - 60 claims for an aggregate purchase price
of $27,676. On December 1, 2009, the Company initiated the manifestacion process by applying to convert the Cecil 1 - 40 and Burghley
1 - 60 exploration (pedimento) claims to mining (mensura) claims. In January 2013 the Company abandoned the manifestacion process
for the Cecil 1-40 and Burghley 1-60 claims as the Company discovered that the most prospective ground, as outlined in the Company’s
prospecting and mapping program completed in April 2012, was covered by several mensuras underlying both claims.
On
August 21, 2012, the Company acquired four mineral claims - Azucar 6-25, Kahuna 1-40, Stamford 61-101, and Teresita - through
the government auction for a total price of $19,784.
On
December 15, 2014, the Company entered into an option agreement with David Marcus Mitchell to earn 100% interest in a Quina 1-56
clam (the “Quina Claim”). The Quina Claim covers 251 hectares and is centered at 310,063 east and 6,890,435 south
UTM PSAD56 Zone 19 and is contiguous to the Farellón Property. Acquisition of the Quina Claim added approximately 2 kilometers
of strike length of the Farellón veins. In order to acquire the 100% interest in the Quina Claim the Company paid a total
of $150,000 in combined stock and cash payments and completed the acquisition on December 15, 2018.
On
June 3, 2015, the Company entered into an option agreement, made effective on June 15, 2015, with Minera Stamford S.A., to earn
100% interest in a mining claim known as “Exeter 1-54” (the “Exeter claim”). The Exeter claim totals 235
hectares and is contiguous to the Farellón Property, which is located in the Carrizal Alto mining district, located approximately
75 kilometers northwest of the city of Vallenar, 150 kilometers south of Copiapo and 20 kilometers west of the Pan American Highway.
In order to acquire 100% interest in the Exeter claim, the Company paid a total of $150,000 and completed the transaction on May
12, 2019.
The
Company’s Perth and Mateo Projects are both early-stage exploration projects. The Perth Project is composed of 13 mining
concessions covering 2,044 hectares and the Mateo Project is composed of 5 mining concessions covering 182 hectares. Both projects
are 100% owned by Polymet.
These
properties form substantial land holdings in a historical mining district, which was a prolific past producer, shut down due to
economic conditions, rather than exhaustion of deposits. The Company’s Carrizal Property, adjacent and contiguous to the
Carrizal Alto Mine, has undergone only limited modern exploration, which has so far demonstrated the potential of the property
to host a mineralized deposit.
To
date the Company has not determined whether its claims contain mineral reserves that are economically recoverable, and it has
not produced revenues from its principal business.
Chile’s
mining and land tenure policies
Chile’s
current mining and land tenure policies were incorporated into laws in 1982 and amended in 1983. The laws were established to
secure the property rights of both domestic and foreign investors to stimulate mining development in Chile. While the state owns
all mineral resources, exploration and exploitation of these resources is permitted by acquiring mining concessions which are
granted by the courts according to the law.
Concessions
are defined by UTM coordinates representing the centre-point of the concession and dimensions (in metres) in north-south and east-west
directions. There are two kinds of concessions, mining and exploration, and three possible stages of a concession to get from
an exploration concession to a mining concession: ‘pedimento’, ‘manifestacion’, and ‘mensura’
(see below for descriptions). An exploration concession (‘pedimento’) can be placed on any area, whereas the survey
to establish a permanent exploitation concession (‘mensura’) can only be effected on “free” areas where
no other mensuras exist.
Pedimento
A
pedimento is an initial exploration concession with well-defined UTM coordinates delineating the north-south and east-west boundaries.
The minimum size of a pedimento is 100ha and the maximum is 5,000ha, with a maximum length-to-width ratio of 5:1. A pedimento
is valid for a maximum period of two years. At the end of the two-year period it can either be reduced in size by at least 50%
and renewed for an additional two years or, entered into the process to establish a permanent concession by converting it into
a manifestacion. New pedimentos are allowed to overlap pre-existing pedimentos, however, the pedimento with the earliest filing
date always takes precedence providing the concession holder maintains their concession in accordance with the Mining Code of
Chile and the applicable regulations.
Manifestacion
Before
a pedimento expires, or at any stage during its two-year life (including the first day the pedimento is registered), it may be
converted to a manifestacion. A manifestacion is valid for 220 days, and then prior to the expiry date, the owner must request
an upgrade to a mensura.
Mensura
Prior
to the expiration of a manifestacion, the owner must request a survey (mensura). After acceptance of the survey request (‘Solicitud
de Mensura’), the owner has approximately 12 months to have the concession surveyed by a government licensed surveyor. The
surrounding concession owners may witness the survey, which is subsequently described in a legal format and presented to the National
Mining Service of Chile (Sernageomin) for technical review, which includes field inspection and verification. Following the technical
approval by Sernageomin, the file returns to a judge of the appropriate jurisdiction, who dictates the constitution of the claim
as a mensura. Once constituted, an abstract describing the claim is published in Chile’s official mining bulletin (published
weekly), and 30 days later the claim can be inscribed in the appropriate Mining Registry (Conservador de Minas).
Once
constituted, a mensura is a permanent property right, with no expiration date. As long as the annual fees (‘patentes’)
are paid in a timely manner (from March to May of each year), clear title and ownership of the mineral rights is assured in perpetuity.
Failure to pay the annual patentes for an extended period can result in the concession being listed for ‘remate’ (auction
sale), wherein a third party may acquire a concession for the payment of back taxes owed (plus a penalty payment). In such a case,
the claim is included in a list published 30 days prior to the auction and the owner has the possibility of paying the back taxes
plus penalty and thus removing the claim from the auction list.
Due
to the complicated nature of the land tenure system in Chile, Red Metal has engaged a land tenure specialist who sends a monthly
report on the status of all claims in the areas the Company is working in. This report includes a list of any new concessions
in our area and any obligation on the Company’s part to notify new concession holders of its existing concessions.
Unproved
mineral properties
Due
to a lack of operating capital, during the past two fiscal years ended January 31, 2021 and 2020, the Company conducted no material
exploratory operations on any of its properties. Until the Company is able to raise operating capital, which the Company cannot
assure that it can do, the Company will not be able to initiate new exploration efforts or continue the exploration efforts it
has begun. In the past the Company entered into several various agreements, being the joint ventures or the option agreements
to acquire an interest in its claims. These agreements give the Company confidence there are opportunities to raise funds by selling
some of its properties or by entering into joint venture agreements to continue developing some of its properties.
Active
properties
Through
a number of transactions since 2007, the Company has assembled its active mineral properties identified and further detailed in
Figure 1 and Table 1, respectively, below as the Farellón Property, the Perth Property, and the Mateo Property:
Figure
1: Location and access to active properties (accessible by road from Vallenar)
Table
1: Active Properties
|
|
|
|
Hectares
|
|
Property
|
|
Percentage, type of claim
|
|
Gross area
|
|
|
Net area(a)
|
|
Farellón
|
|
|
|
|
|
|
|
|
|
|
Farellón Alto 1 – 8
|
|
100%, mensura
|
|
|
66
|
|
|
|
|
|
Quina 1 – 56
|
|
100%, mensura
|
|
|
251
|
|
|
|
|
|
Exeter 1 – 54
|
|
100%, mensura
|
|
|
235
|
|
|
|
|
|
Cecil 1 – 49
|
|
100%, mensura
|
|
|
228
|
|
|
|
|
|
Teresita
|
|
100%, mensura
|
|
|
1
|
|
|
|
|
|
Azucar 6 – 25
|
|
100%, mensura
|
|
|
88
|
|
|
|
|
|
Stamford 61 – 101
|
|
100%, mensura
|
|
|
165
|
|
|
|
|
|
Kahuna 1 – 40
|
|
100%, mensura
|
|
|
200
|
|
|
|
|
|
|
|
|
|
|
1,234
|
|
|
|
1,234
|
|
Perth
|
|
|
|
|
|
|
|
|
|
|
Perth 1 - 36
|
|
100%, mensura
|
|
|
109
|
|
|
|
|
|
Rey Arturo 1-30
|
|
100%, mensura
|
|
|
276
|
|
|
|
|
|
Lancelot 1 1-27
|
|
100%, mensura
|
|
|
260
|
|
|
|
|
|
Galahad IA 1 - 44
|
|
100%, mensura
|
|
|
217
|
|
|
|
|
|
Camelot 1 - 53
|
|
100%, mensura
|
|
|
227
|
|
|
|
|
|
Percival 4 1 - 60
|
|
100%, mensura
|
|
|
300
|
|
|
|
|
|
Tristan II A 1 - 55
|
|
100%, mensura
|
|
|
261
|
|
|
|
|
|
Galahad IB 1 - 3
|
|
100%, mensura
|
|
|
10
|
|
|
|
|
|
Tristan II B 1 - 4
|
|
100%, mensura
|
|
|
7
|
|
|
|
|
|
Merlin IB 1 - 10
|
|
100%, mensura
|
|
|
38
|
|
|
|
|
|
Merlin A 1 - 48
|
|
100%, mensura
|
|
|
220
|
|
|
|
|
|
Lancelot II 1 - 23
|
|
100%, mensura
|
|
|
115
|
|
|
|
|
|
Galahad IC
|
|
100%, mensura
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
2,044
|
|
|
|
2,044
|
|
Mateo
|
|
|
|
|
|
|
|
|
|
|
Margarita
|
|
100%, mensura
|
|
|
56
|
|
|
|
|
|
Che 1 and Che 2
|
|
100%, mensura
|
|
|
76
|
|
|
|
|
|
Irene and Irene II
|
|
100%, mensura
|
|
|
60
|
|
|
|
|
|
|
|
|
|
|
192
|
|
|
|
|
|
Overlapped claims(a)
|
|
|
|
|
(10
|
)
|
|
|
182
|
|
|
|
|
|
|
|
|
|
|
3,460
|
|
(a)
|
Irene
and Irene II overlap each other; the net area of both claims is 50 hectares.
|
Carrizal
Property – Farellón And Perth Projects
Property
Description and Location
The
Carrizal Property is located approximately 700 km north of Chile’s capital city of Santiago, in Region III, referred to
as the “Region de Atacama”. The Carrizal Property lies within the Carrizal Alto Mining District, straddling the border
between Huasco and Copiapo provinces, approximately 75 km northwest of the City of Vallenar, 150 km south of Copiapo, and 20 km
west of the Pan-American Highway. The centre of the Carrizal Property is situated at coordinates 308750 mE and 6895000 mN (PSAD56
UTM Zone 19, Southern Hemisphere).
The
Carrizal Property has historically been subdivided into two separate projects, namely the Perth and Farellón project areas,
representing roughly the northern and southern halves of the Carrizal Property, respectively. The Carrizal Property consists of
21 mining concessions (“mensuras”). The Carrizal Property covers a total area of 3,278 hectares (2,044 ha in the Perth
Project and 1,234 ha in the Farellón Project) (Figures 2, 3 & 4).
Figure
2 - Location of the Farellón and Perth project claim blocks of the Carrizal Property, Region III, Region de Atacama,
northern Chile.
Figure
3 - Claims in the northern portion of the Carrizal Property referred to as the Perth Project area
Figure
4 - Claims in the northern portion of the Carrizal Property referred to as the Farellon Project area
Accessibility
The
Carrizal Property is readily accessible from the City of Vallenar, Chile, via both paved and well-maintained dirt roads. Access
is primarily gained by taking the Pan-American highway (Ruta 5) north from Vallenar to the Carrizal turn-off (approximately 20
km north). From the turn-off, a well-maintained dirt road runs to the CMP Cerro Colorado iron mine and continues to Canto del
Agua and towards Carrizal Alto. From this route, a dirt side road then leads directly to the Carrizal Property (Figure 1).
Title/Interest
The
Company owns all of the concessions in the Carrizal Property, through right of title.
Surface
Rights and Legal Access
The
surface rights of the Carrizal Property are owned by the Chilean government; however, if the Carrizal Property is developed and
mined at a later date, the surface rights will need to be secured as part of the permitting process. Surface rights are rented
to mines for the life of the mine by the Chilean government and claim holders have legal unimpeded access to their pedimentos
and mensuras.
Other
Land Tenure Agreements
There
are pre-existing Net Smelter Return Royalties (“NSR”) on the properties as outlined in Table 2 below and there are
no other known land tenure agreements regarding the Carrizal Property. To date, all mining concessions that comprise the Carrizal
Property have been surveyed by the Chilean government.
Table
2 - Pre-existing NSRs on various concessions, Carrizal Property
Concession Name
|
|
Concession Type
|
|
Concession Number
|
Southern claim block (Farellón)
|
Farellón 1-8(1)
|
|
Mensura
|
|
033030156-2
|
Cecil 1-49
|
|
Mensura
|
|
033030329-8
|
Azúcar 6-25
|
|
Mensura
|
|
033030342-5
|
Kahuna 1-40
|
|
Mensura
|
|
033030360-3
|
Stamford 61-101
|
|
Mensura
|
|
033030334-4
|
Teresita
|
|
Mensura
|
|
033030361-1
|
Quina 1-56(2)
|
|
Mensura
|
|
033030398-0
|
Exeter 1-54(3)
|
|
Mensura
|
|
033030336-0
|
Northern claim block (Perth)
|
Perth 1-36
|
|
Mensura
|
|
033030383-2
|
Rey Arturo 1-30
|
|
Mensura
|
|
033030638-6
|
Lancelot 1 1-27
|
|
Mensura
|
|
033022832-6
|
Galahad IA 1-44
|
|
Mensura
|
|
03201D252-K
|
Camelot 1-53
|
|
Mensura
|
|
03201D253-8
|
Percival 4 1-60
|
|
Mensura
|
|
03201D256-2
|
Tristan II A 1-55
|
|
Mensura
|
|
03201D264-3
|
Galahad IB 1-3
|
|
Mensura
|
|
03201D55-4
|
Tristan II B 1-4
|
|
Mensura
|
|
03201D251-1
|
Merlin IB 1-10
|
|
Mensura
|
|
033030691-2
|
Merlin A 1-48
|
|
Mensura
|
|
033030692-0
|
Lancelot II 1-23
|
|
Mensura
|
|
033030690-4
|
Galahad IC
|
|
Mensura
|
|
03201D254-6
|
(1)
|
The
Farellón 1-8 concession is subject to a 1.5% NSR, which can be bought out for US$600,000
|
(2)
|
The
Quina 1-56 concession is subject to a 1.5% NSR, which can be bought out for US$1,500,000
|
(3)
|
The
Exeter 1-54 concession is subject to a 1.5% NSR, which can be bought out for US$750,000
|
Environmental
Liabilities
There
are no known environmental liabilities within the Carrizal Property. The Company has not applied for any environmental permits
on the Carrizal Property and has been advised that none of the exploration work completed to date requires an environmental permit.
For all exploration work in Chile, any damage done to the land must be repaired.
The
Llanos de Challe National Park, which was created in July 1994, covers the southern 750 m of the Farellón 1-8 concession.
According to the Mining Code of Chile, to mine or complete any exploration work within the park boundaries, the Company will be
required to get written authorization from the Chilean government.
Exploration
Plans and Permits
The
Company holds an approved permit to mine up to 5,000 tonnes per month. This permit does not allow for processing to occur on site,
but ore can be excavated up to 5,000 tonnes per month and delivered to an independent processor.
Exploration
History
Introduction
and Regional History
Mining
has played an important role in Chile’s economy starting in the 16th century with gold, silver and copper being mined from
high grade deposits. Copper mining, in particular, has employed a significant portion of the population both directly and indirectly
over the last 100 years. Historically, the most significant mineral producing zone in Chile has been the Coastal Cordillera, ranging
between 50 and 100 km wide, extending over 2,500 km from Valparaiso in the south, northward to the Peruvian boarder.
The
Carrizal Alto Mine area is located within this prolific Coastal Cordilleran range, in the Atacama III Region of northern Chile,
between Copiapo and Vallenar. Historical records indicate that copper mining commenced at Carrizal Alto in the 1820s and continued
on a significant scale mostly by British companies until 1891, when disastrous flooding occurred and mines closed. The historical
reports indicate that the larger mines were obtaining good grades over significant widths in the bottom workings at the time of
closure. Very little information regarding mining has survived, but there is a small amount of historical data located in the
SERNAGEOMIN National Archives in Santiago, Chile. Up until 1891, mining at the Carrizal Alto Mine site produced over 3 million
tonnes of Cu ore, grading between 5 and 15% copper (National Archives in Santiago, Chile). There was also a large quantity of
direct shipping ore at 12% copper. At one time there was a considerable body of tailings present to support these figures, however
this material has been reprocessed and depleted due to the high prices of gold and copper over the last few years.
The
Carrizal Alto Mine area contains a series of northeast-trending shear structures, including the principal vein systems of ‘Mina
Grande’ and ‘Armonia’. Both vein systems have been worked extensively. The Mina Grande shear contains workings
that extend for over 2.5 km as a nearly continuous line of pits, collapsed stopes, narrow open cuts and numerous shafts. The Armonia
vein system is similar, extending for 1.8 km. Oxidation depths range from 50 to 150 m, and judging from remnant material, many
of the veins were probably worked to this depth and then abandoned as sulfide mineralization was reached.
In
the most productive zone at Mina Grande (which stretches for 1.5 km), the mineralized vein reached 15 m in width and is composed
of quartz, sericite, chalcopyrite and pyrite. Amphibole-rich seams occur proximal to the diorite wall rock, which also frequently
contains chalcopyrite and pyrite-bearing impregnations and smaller veins. The main producing mine in the Carrizal Alto Mine area
was the Veta Principal on the Mina Grande shear, which was mined to a depth of 400 m along a strike of 1.8 km and over a width
varying from 2-15 m. The deepest workings reached 600 m. Several slag dumps remain at old sites of local smelters treating the
sulfide ores. Carrizal Alto, despite spectacular past production from the Capote, Mina Grande, and Armonia mines, has remained
virtually untouched since the brief gold revival of the 1930s.
The
current Carrizal Property is comprised of two contiguous blocks, namely the Farellón to the south and Perth to the north
(Figure 2). Both of these blocks border the historically-productive Carrizal Alto Mine to the east, sharing geological and mineralogical
attributes, and for consistency, the historical names have been retained.
Farellón
Project Area
The
Farellón block of concessions, which are contiguous with the Carrizal Alto Mine area, was mined on a limited basis in the
1940s. Very little information remains from this time period, except for a few plans of the limited underground mining (SERNAGEOMIN
National Archives, Santiago, Chile).
In
1963, eight samples were taken from two high grade veins from the accessible workings within the Farellón project area,
namely Veta Pique and Veta Naciente. These samples were analyzed for copper, gold, silver, and gangue oxides (Table 3). Unfortunately,
no units of measure were provided in the 1963 report accompanying the assay grades, although wt% is most likely for copper. In
conjunction with historic records from the 1940s, this information was incorporated into a mineral resource estimate (see below).
In
the 2010 Technical Report by Micon on the Company’s Farellón Property (which corresponds roughly to the current Farellón
Project area), the author stated that “no attempt was made to verify the sampling program of 1963, as the workings were
not entirely accessible and there is no sample location map upon which to attempt to duplicate the samples” (Lewis, 2010).
Table
3 - Grades of Cu, Au, and Ag from Veins of the Farellón Project
Sample
|
|
|
|
Length
|
|
Grade
|
Number
|
|
Vein
|
|
(m)
|
|
Cu
|
|
Au
|
|
Ag
|
|
CaO
|
|
FeO
|
|
MgO
|
|
SiO2
|
1
|
|
Veta Pique
|
|
2.5
|
|
1.8
|
|
0.5
|
|
5
|
|
47.89
|
|
6.54
|
|
0.27
|
|
1.34
|
2
|
|
Veta Pique
|
|
2.45
|
|
6.9
|
|
1
|
|
20
|
|
31.14
|
|
13.77
|
|
0.3
|
|
2
|
3
|
|
Veta Pique
|
|
3
|
|
3
|
|
1
|
|
10
|
|
46.43
|
|
5.86
|
|
0.26
|
|
2.5
|
4
|
|
Veta Pique
|
|
1
|
|
1.2
|
|
0.2
|
|
5
|
|
31.52
|
|
3.49
|
|
0.3
|
|
25.66
|
5
|
|
Veta Naciente
|
|
2
|
|
2.4
|
|
0.5
|
|
5
|
|
47.99
|
|
5.52
|
|
0.32
|
|
1.5
|
6
|
|
Veta Naciente
|
|
1.8
|
|
3
|
|
1
|
|
5
|
|
38.25
|
|
6.09
|
|
0.23
|
|
17.84
|
7
|
|
Veta Pique
|
|
1.7
|
|
1.7
|
|
0.5
|
|
3
|
|
43.77
|
|
4.51
|
|
0.28
|
|
10
|
8
|
|
Veta Naciente
|
|
0.8
|
|
1.6
|
|
0.5
|
|
3
|
|
28.8
|
|
3.71
|
|
0.23
|
|
29.54
|
Total*
|
|
|
|
1.8
|
|
2.1
|
|
0.6
|
|
5
|
|
40.66
|
|
5.1
|
|
0.27
|
|
12.62
|
*
|
The
arithmetic average for the total in the table excludes Sample 2.
|
|
Derived
from the 1963 report in the Sernageomin files, National Archives, Chile.
|
Oliver
Resources, an Irish-based company, through its Chilean subsidiary Oliver Resources Chile Ltda., briefly explored the Farellón
Property in 1990 with a stream sediment sampling program and sampling of the Farellón Alto and Bajo mine dumps.
The
Farellón Property was incorporated into a larger land package called the Azucar Project in the 1990s, owned by Minera Stamford
S.A. (Minera Stamford), a Chilean exploration company. In a joint venture with Metalsearch, an Australian company, exploration
on these concessions included geological mapping, rock chip sampling, soil geochemistry, reverse circulation (RC) drilling and
metallurgical sampling. Geological mapping of the Azucar project showed a NE-trending sheared contact 50 to 200 m wide, containing
significant consistent mineralization along a 2 km strike length. Minera Stamford collected 152 rock chip and dump samples from
prospective areas along the mineralized shear zone, of which 36 samples fell within the boundary of the Farellón Project.
Samples were analyzed for gold, copper and cobalt. The highest gold sample within the Farellón Property was 13.50 g/t Au,
the highest copper result was 6.15% Cu, and the highest cobalt result was 0.68% Co. A total of 591 soil samples were also taken
by Minera Stamford, but no records of this work have been located.
A
reverse circulation drilling program of 33 holes totaling 6 486 m was completed between 1996 and 1997 targeting the shear zone
on the Azucar property by the JV between Minera Stamford and Metalsearch. Twenty-two (22) of these holes were located within the
Farellón Project area, representing a total of 3918 m. Drill holes were placed at irregular intervals along the mineralized
shear zone, and the holes were sampled at regular 1 m intervals along their entire length. Results of this drill campaign confirmed
the consistent presence of mineralization in the shear zone, to a vertical depth of ~200 m. As shown in Table 4, the highest gold
concentration was 21.03 g/t Au, the highest copper result was 9.21% Cu, and the highest cobalt result was 0.58% Co (all of these
results are over 1 m intervals).
Table
4 - Summary of the Minera Stamford-Metalsearch JV Reverse Circulation Drill Hole Statistics for the Farellón Project
area
|
|
UTM Coordinates
|
|
|
|
|
|
|
Hole Number
|
|
Easting
|
|
Northern
|
|
Elevation (m)
|
|
Azimuth (°)
|
|
Dip (°)
|
|
Depth (m)
|
FAR-96-06
|
|
308962.3
|
|
6888011
|
|
573
|
|
110
|
|
-62
|
|
100
|
FAR-96-07
|
|
308954.2
|
|
6888059
|
|
560
|
|
110
|
|
-62
|
|
163
|
FAR-96-09
|
|
309131.2
|
|
6888706
|
|
552
|
|
95
|
|
-65
|
|
242
|
FAR-96-010
|
|
309167.3
|
|
6888980
|
|
557
|
|
112
|
|
-75
|
|
211
|
FAR-96-011
|
|
309155.5
|
|
6888870
|
|
565
|
|
102
|
|
-62
|
|
169
|
FAR-96-013
|
|
309092.8
|
|
6888659
|
|
540
|
|
110
|
|
-65
|
|
257
|
FAR-96-014
|
|
309131.5
|
|
6888703
|
|
552
|
|
90
|
|
-90
|
|
203
|
FAR-96-015
|
|
309155
|
|
6888867
|
|
565
|
|
90
|
|
-90
|
|
200
|
FAR-96-016
|
|
309128.3
|
|
6888882
|
|
565
|
|
111
|
|
-65
|
|
200
|
FAR-96-017
|
|
309165.4
|
|
6888979
|
|
557
|
|
90
|
|
-90
|
|
200
|
FAR-96-018
|
|
309181
|
|
6889026
|
|
562
|
|
115
|
|
-65
|
|
51
|
FAR-96-019
|
|
309180
|
|
6889026
|
|
562
|
|
90
|
|
-90
|
|
200
|
FAR-96-020
|
|
309138.7
|
|
6888640
|
|
553
|
|
140
|
|
-65
|
|
150
|
FAR-96-021
|
|
309137.9
|
|
6888641
|
|
553
|
|
90
|
|
-90
|
|
200
|
FAR-96-022
|
|
309086.1
|
|
6888591
|
|
564
|
|
131
|
|
-65
|
|
150
|
FAR-96-023
|
|
309085.3
|
|
6888601
|
|
564
|
|
90
|
|
-90
|
|
200
|
FAR-96-024
|
|
309057.6
|
|
6888503
|
|
544
|
|
110
|
|
-65
|
|
150
|
FAR-96-025
|
|
309056.6
|
|
6888503
|
|
544
|
|
90
|
|
-90
|
|
172
|
FAR-96-026
|
|
309029.9
|
|
6888387
|
|
544
|
|
140
|
|
-65
|
|
150
|
FAR-96-027
|
|
309029.3
|
|
6888387
|
|
544
|
|
90
|
|
-90
|
|
199
|
FAR-96-028
|
|
309337.5
|
|
6889279
|
|
500
|
|
112
|
|
-65
|
|
150
|
FAR-96-029
|
|
309336.5
|
|
6889280
|
|
500
|
|
90
|
|
-90
|
|
201
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
3,918
|
Table
5 - Summary of significant intercepts from the 1996-1997 RC Drilling Program by Minera Stamford and Metalsearch within the
Farellón Project area
Drill Hole
|
|
Significant Interval (m)
|
|
Assay Results
|
|
From
|
|
To
|
|
Length
|
|
Gold (g/t)
|
|
Copper (%)
|
|
Cobalt (%)
|
FAR-96-06
|
|
49
|
|
54
|
|
5
|
|
0.15
|
|
0.73
|
|
0.01
|
FAR-96-07
|
|
25
|
|
34
|
|
9
|
|
0.38
|
|
1.05
|
|
0.02
|
FAR-96-09
|
|
57
|
|
84
|
|
27
|
|
0.51
|
|
0.91
|
|
0.03
|
FAR-96-010
|
|
31
|
|
36
|
|
5
|
|
1
|
|
0.68
|
|
0.04
|
FAR-96-011
|
|
20
|
|
26
|
|
6
|
|
0.67
|
|
0.46
|
|
0.02
|
FAR-96-013
|
|
86
|
|
93
|
|
7
|
|
0.87
|
|
1.68
|
|
0.04
|
FAR-96-014
|
|
77
|
|
83
|
|
6
|
|
0.66
|
|
0.85
|
|
0.06
|
FAR-96-015
|
|
59
|
|
79
|
|
20
|
|
0.99
|
|
0.98
|
|
0.06
|
|
99
|
|
109
|
|
10
|
|
0.18
|
|
1.02
|
|
0.03
|
FAR-96-016
|
|
24
|
|
26
|
|
2
|
|
0.95
|
|
1.57
|
|
0.02
|
|
64
|
|
70
|
|
6
|
|
0.73
|
|
0.81
|
|
0.07
|
FAR-96-020
|
|
14
|
|
16
|
|
2
|
|
0.46
|
|
1.85
|
|
0.05
|
|
39
|
|
43
|
|
4
|
|
0.75
|
|
0.9
|
|
0.03
|
FAR-96-021
|
|
22
|
|
25
|
|
3
|
|
4.17
|
|
5.29
|
|
0.11
|
FAR-96-022
|
|
29
|
|
39
|
|
10
|
|
1.53
|
|
1.31
|
|
0.04
|
FAR-96-022
|
|
100
|
|
108
|
|
8
|
|
3.72
|
|
2.49
|
|
0.06
|
FAR-96-023
|
|
50
|
|
53
|
|
3
|
|
0.48
|
|
1.1
|
|
0.06
|
|
59
|
|
64
|
|
5
|
|
0.28
|
|
0.78
|
|
0.03
|
|
132
|
|
147
|
|
15
|
|
0.6
|
|
1.42
|
|
0.03
|
FAR-96-024
|
|
33
|
|
36
|
|
3
|
|
0.94
|
|
2.89
|
|
0.06
|
FAR-96-025
|
|
65
|
|
85
|
|
20
|
|
0.97
|
|
1.22
|
|
0.02
|
FAR-96-028
|
|
55
|
|
58
|
|
3
|
|
0.12
|
|
0.52
|
|
0.06
|
FAR-96-029
|
|
30
|
|
34
|
|
4
|
|
0.18
|
|
1.15
|
|
0.07
|
The
historic Farellón workings are in metamorphic units within the sheared metamorphic/tonalite contact zone which is about
200m wide. The workings are large but restricted to the oxide zone and range from 1-20 m wide. A sample of the wall rock and quartz
veined metamorphic rocks taken by Minera Stamford returned 3.0% copper, 1.4 g/t gold, 0.08% cobalt, and 1.1% arsenic.
The
lower Farellón workings are several hundred metres to the south and associated with massive siderite. A sample collected
by Minera Stamford of the lode material returned 5.6% copper, 2.4 g/t gold, 0.02% cobalt. A 20 ton trial parcel of material from
the Farellón workings in the 1950s is reported to have returned over 1% cobalt.
The
Company acquired the rights to the Farellón Property on April 25, 2008, upon its Chilean subsidiary exercising the option
to buy the property from Minera Farellón. The Company drilled five RC drill holes in 2009, totaling 725m using a Tramrock
Dx40 RC rig. This larger rig necessitated widening existing roads rehabilitating access to old drill pads. The drill program was
designed to twin some of the Minera Stamford 1996-1997 drill holes for data verification, as no geological information was recovered
from the Minera Stamford drill program and assays were not accompanied by laboratory certificates. One drill hole tested 100 m
below the known mineralization, and another hole tested continuity of mineralization between previously drilled sections.
Collar
locations and azimuths for the 2009 drilling were surveyed using a total station surveying tool. Each drill hole had 1.5 m of
blue PVC piping added to it as a surface pre-collar which was cemented into place to permanently denote the drill hole location.
Downhole surveys were completed on all drill holes from the 2009 program and on six drill holes from the 1996-1997 Minera Stamford
program (holes 9, 14, 20, 21, 22, and 23). Surveying of all historic drill holes surrounding the current drilling was attempted,
but some of the holes were caved and the survey tool was unable to be lowered into the hole.
Table
6 - Summary of Red Metal’s 2009 RC Drill Program on the Farellón Project
|
|
UTM Coordinates
|
|
|
|
|
|
|
|
|
Hole Number
|
|
Easting
|
|
Northern
|
|
Elevation (m)
|
|
Azimuth
(°)
|
|
Dip
(°)
|
|
Depth
(m)
|
|
Comments
|
FAR-09-A
|
|
309,086
|
|
6,888,591
|
|
550
|
|
131
|
|
-65
|
|
125
|
|
twinning FAR-96-22
|
FAR-09-B
|
|
309,125
|
|
6,888,709
|
|
560
|
|
95
|
|
-65
|
|
100
|
|
twinning FAR-96-09
|
FAR-09-C
|
|
309,127
|
|
6,888,922
|
|
555
|
|
105
|
|
-65
|
|
145
|
|
testing continuity between sections
|
FAR-09-D
|
|
308,955
|
|
6,888,696
|
|
539
|
|
95
|
|
-65
|
|
287
|
|
testing depth extent of mineralization
|
FAR-09-E
|
|
309,133
|
|
6,888,645
|
|
551
|
|
Vertical
|
|
-90
|
|
68
|
|
twinning FAR-96-21
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
725
|
|
|
Table
7 contains the significant intervals calculated from the 2009 RC drill program by the Company. The intervals are reported as core
lengths, as the true width of the mineralized zones have not been determined.
Table
7 - Summary of significant intercepts from Red Metal’s 2009 RC Drill Program on the Farellón Project
DI9:P21rill Hole Number
|
|
Assay Interval (m)
|
|
Assay Grade
|
|
|
|
From
|
|
To
|
|
Core Length
|
|
Gold (g/t)
|
|
Copper (%)
|
|
Cobalt (%)
|
FAR-09-A
|
|
|
|
32
|
|
37
|
|
5
|
|
0.59
|
|
1.3
|
|
0.02
|
|
|
|
97
|
|
106
|
|
9
|
|
0.44
|
|
1.63
|
|
0.04
|
|
including
|
|
103
|
|
106
|
|
3
|
|
0.48
|
|
2.49
|
|
0.07
|
FAR-09-B
|
|
|
|
56
|
|
96
|
|
40
|
|
0.27
|
|
0.55
|
|
0.02
|
|
including
|
|
60
|
|
63
|
|
7
|
|
0.46
|
|
1.42
|
|
0.04
|
|
|
|
75
|
|
87
|
|
12
|
|
0.71
|
|
1.28
|
|
0.03
|
FAR-09-C
|
|
|
|
77
|
|
82
|
|
5
|
|
4.16
|
|
2.57
|
|
0.05
|
FAR-09-D
|
|
|
|
95
|
|
134
|
|
39
|
|
0.11
|
|
0.58
|
|
0.01
|
|
including
|
|
95
|
|
103
|
|
8
|
|
0.33
|
|
2.02
|
|
0.02
|
FAR-09-E
|
|
|
|
25
|
|
30
|
|
5
|
|
0.54
|
|
1.35
|
|
0.02
|
|
|
|
65
|
|
68
|
|
3
|
|
0.58
|
|
1.46
|
|
0.06
|
Results
from the 2009 drilling confirmed the general location and tenor of the mineralization determined during the 1996-1997 Minera Stamford
drilling program, however, the 2009 program was not able to reproduce the historical gold assays within holes FAR-09-A and FAR-09-E,
designed to duplicate historical holes FAR-96-22 and FAR-96-21, respectively. In the case of FAR-09-E, the disparity between the
historical 1996-1997 and 2009 assays was also found with respect to copper. All drill holes during the 2009 drilling program intersected
oxide facies mineralization with only minor amounts of sulfide (e.g. hole FAR-09-D).
In
2011, the Company completed a second drilling program, consisting of nine reverse circulation holes and two combined RC/diamond
drill (core) holes. Chips and core recovered consisted of 2050 m of RC drilled, and 183 m of diamond (core), for a total of 2233
m. The program was designed to expand the known mineralized zone down-dip to 200 m vertical depth, extend the known mineralized
strike length of the overall deposit to 700 m, and infill large gaps with holes drilled at 75 m spacing. Two of the drill holes
finished with diamond drill core, providing information to better define the structural controls on mineralization.
Collar
locations and azimuths for the 2011 drilling were surveyed using a handheld GPS. The Company used a magnetic REFLEX EZ-TRAC instrument
to complete downhole surveys using a digital remote gyroscope. Downhole surveys were completed on all 11 drill holes from the
2011 program every 50-100 m downhole so most drill holes had at least three readings taken along with the one at the surface.
Due to the high magnetic susceptibility of the subsurface, the azimuth reading and the magnetic readout gave inaccurate readouts.
Therefore, only the downhole dip could be recorded with any level of confidence. The significant assays are reported as core lengths
as the true width of the mineralized zone was not established.
Table
8 - Survey information from Red Metal’s 2011 Combined RC/Diamond drilling program.
|
|
UTM Coordinates (PSAD 56)
|
|
|
|
|
|
|
|
|
Hole
Number
|
|
Easting
|
|
Northern
|
|
Elevation (masl)
|
|
Azimuth
(°)
|
|
Dip
(°)
|
|
Depth
(m)
|
|
Comments
|
FA-11-001
|
|
309,298
|
|
6,889,226
|
|
499
|
|
130
|
|
-65
|
|
101
|
|
|
FA-11-002
|
|
309,180
|
|
6,889,140
|
|
508
|
|
130
|
|
-65
|
|
228
|
|
|
FA-11-003
|
|
308,992
|
|
6,888,677
|
|
517
|
|
130
|
|
-60
|
|
200
|
|
|
FA-11-004
|
|
309,095
|
|
6,888,808
|
|
513
|
|
130
|
|
-65
|
|
200
|
|
|
FA-11-005
|
|
309,041
|
|
6,888,760
|
|
497
|
|
130
|
|
-60
|
|
143
|
|
Abandoned at 143 m
|
FA-11-006
|
|
309,113
|
|
6,888,870
|
|
556
|
|
130
|
|
-80
|
|
200
|
|
|
FA-11-007
|
|
309,113
|
|
6,888,870
|
|
556
|
|
130
|
|
-60
|
|
162
|
|
|
FA-11-008
|
|
309,104
|
|
6,888,984
|
|
531
|
|
130
|
|
-65
|
|
200
|
|
|
FA-11-009
|
|
308,955
|
|
6,888,710
|
|
536
|
|
130
|
|
-65
|
|
247
|
|
Diamond 200-247 m
|
FA-11-010
|
|
309,007
|
|
6,888,852
|
|
528
|
|
130
|
|
-60
|
|
300
|
|
Diamond 164-300 m
|
FA-11-011
|
|
309,031
|
|
6,888,950
|
|
541
|
|
130
|
|
-65
|
|
252
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
2,233
|
|
|
Table
9 - Significant intercepts from Red Metal’s 2011 drill program on the Farellón Project.
Drill hole
Number
|
|
Assay Interval (m)
|
|
Assay Grade
|
|
|
|
From
|
|
To
|
|
Core
Length
|
|
Gold
(ppm)
|
|
Copper
(%)
|
|
Cobalt
(%)
|
FA-11-001
|
|
|
|
36
|
|
49
|
|
13
|
|
0.35
|
|
2.51
|
|
0.06
|
|
including
|
|
36
|
|
44
|
|
8
|
|
0.53
|
|
3.95
|
|
0.09
|
FA-11-002
|
|
Zone faulted off, no significant intercepts
|
FA-11-003
|
|
|
|
150
|
|
155
|
|
5
|
|
0.28
|
|
0.4
|
|
0.03
|
FA-11-004
|
|
|
|
141
|
|
145
|
|
4
|
|
0.01
|
|
0.73
|
|
0.01
|
FA-11-005
|
|
|
|
124
|
|
133
|
|
9
|
|
0.26
|
|
0.84
|
|
0.02
|
|
Hole lost in mineralization
|
FA-11-006
|
|
|
|
80
|
|
112
|
|
32
|
|
0.99
|
|
1.35
|
|
0.02
|
FA-11-007
|
|
|
|
64
|
|
70
|
|
6
|
|
0.7
|
|
0.66
|
|
0.07
|
FA-11-008
|
|
|
|
98
|
|
102
|
|
4
|
|
0.26
|
|
0.85
|
|
0.01
|
FA-11-009
|
|
|
|
202
|
|
211.55
|
|
9.55
|
|
0.42
|
|
0.95
|
|
0.05
|
FA-11-010
|
|
|
|
179.13
|
|
183
|
|
3.87
|
|
0.39
|
|
0.5
|
|
0.05
|
FA-11-011
|
|
|
|
54
|
|
56
|
|
2
|
|
0.48
|
|
0.97
|
|
0.03
|
Drilling
returned copper results as high as 8.86% Cu, with 0.80 g/t Au over 1 m (FA-11-001), and 5.35 g/t Au, 4.77% Cu, and 0.024% Co over
a 2 m interval (FA-11-006). There was evidence of pinching and swelling in the mineralized vein structures, as significant intercepts
ranging in width from 2 m to 32 m. Ten of the eleven drill holes contained significant intercepts (9). Drill hole FA-11-002 did
not intercept the interpreted mineralized zone, likely due to a misinterpretation of localized fault off-set of the mineralized
vein. Select drill hole sections from the 2011 drilling program are presented in Figures 5 through 10, all taken from Lewis (2012).
Figure
5 - Drill hole section for FA-11-001. From Red Metal and Lewis (2012).
Figure
6 - Drill section for FA-11-002. From Red Metal and Lewis (2012).
Figure
7 – Drill hole section for FA-11-004 and -010. From Red Metal and Lewis (2012).
Figure
8 - Drill hole section for FA-11-005 and previous holes. From Red Metal and Lewis (2012).
Figure
9 - Drill hole section for FA-11-006, -007, and -011, and historic holes. From Red Metal and Lewis (2012).
Figure
10 - Drill hole section for FA-11-008, as well as historic holes. From Red Metal and Lewis (2012).
All
significant intercepts from the 2011 drilling program were dominated by supergene oxide mineralization from surface to ~150 m
depth. Sulfide mineralization was minimal within this shallow depth range, becoming more abundant as the transition to the hypogene
zone approached below ~150 m depth. This transition zone was highly variable depending on faulting, groundwater flow pathways,
and variable elevation. Below 150 m, hypogene conditions dominated, resulting in abundant sulfide mineralization, as seen in drill
holes FA-11-003 (177-182 m), FA-11-009 (202-211.55 m), and FA-11-010 (179.13-183 m). Supergene mineralization was dominated by
malachite, chrysocolla, and copper±gold within goethite and limonite iron oxides. Alteration haloes were associated with
supergene mineralization such as carbonate, limonite, hematite, goethite, and manganese oxide. Other alteration minerals were
present, such as chlorite, epidote, actinolite, biotite, and sericite, however these minerals were not related to the supergene
mineralization.
Hypogene
mineralization was dominated by chalcopyrite with associated gold. Chalcopyrite occurred as amorphous blebs and lesser disseminations
hosted in massive, sometimes vuggy quartz and calcite. A good example was found in drill core from hole FA-11-009 within the mineralized
intersection between 202 m and 211.55 m. The mineralized intersections broadly occur along the regional lithological boundary
shear zone between overlying Paleozoic metasediments to the west and underlying Jurassic intrusives to the east.
Most
of the 2011 drill holes did not pass through the lithological boundaries, even after drilling through the mineralized structures.
Therefore, it was interpreted that this mineralization occurs in close proximity to the lithological boundaries, but that the
mineralized structures do not exactly follow the contact but instead occur as splays and faults emanating off the major structural
boundary.
The
2011 drilling results confirmed that mineralization is still present down-dip of the intersections identified during the previous
drilling campaign and are still open at depth. The infill drilling confirmed that the mineralization had significant grades and
initiated the process of outlining a consistent 75 m spacing between drill holes. The 2011 drilling results also indicated that
the significant grades for the copper and gold mineralization were still open along strike to the northeast and southwest, as
demonstrated by hole FA-11-001, which was drilled towards the northwest. All drill holes during the 2011 drilling program intersected
oxide facies mineralization with the only significant intercepts bearing sulfides in holes FA-11-003 and FA-11-009. The supergene-hypogene
transition occurred anywhere between 50 m and 150 m and appeared to be dependent on local fracturing and faulting.
A
mapping and sampling program was conducted on the Farellón Property in 2012, covering the contact zone between the metasediments
and the diorite. The main focus of this program was to ascertain the nature of the veins occurring within each major rock type,
and to determine whether any major differences existed in vein structure, mineralogy, alteration, size, and geochemical composition.
Over 1,270 mapping sites were visited, with information such as major rock type and mineralization recorded. Of these sites, 56
samples were selected and submitted for geochemical analysis. The range of total copper achieved by this sampling program was
between 1.17 and 5.78 % Cu, with between 50 and 99% of that representing copper sulfide mineralization. These samples also contained
from 19-2465 ppm Co, and from 0.02-2.87 g/t Au.
Two
diamond drill holes were completed in 2013 by Perfoandes on behalf of Red Metal totaling 116 m (45 m in the first hole, 71 m in
the second). The first hole (F13-001) was located 28 m north of FAR-11-001 on a 45° bearing. Drill core was selectively sampled
(16 m sampled from FAR-13-001 and 15 m sampled from FAR-13-002), and analyzed for Au, total Cu and soluble Cu. A significant intersection
was encountered in each drill hole, returning 0.7 % Cu and 0.2 g/t Au over 6 m. The second hole recorded 1.75% Cu and 0.25 g/t
Au over 9 m. These results confirmed similar findings from FAR-11-001, which was collared 28 m to the south. Both holes recorded
the change in mineralogy from dominantly ankerite and other carbonates to more quartz-dominant, containing pyrite and chalcopyrite
mineralization.
In
2014, the Company entered into a contract with a Chilean artisanal miner allowing the artisanal miner to extract mineralized material
on the Farellón property in return for a 10% net sales royalty. In January 2015, the artisanal miner began selling mineralized
material to ENAMI, the Chilean national mining company. To date approximately 11,265 tonnes of sulfide-mineralized material with
an average grade of 1.67% Cu, 5.8 g/t Ag and 0.21 g/t Au, as well as 1813 tonnes of oxide mineralized material with an average
grade of 1.56% Cu has been sold to ENAMI. The ENAMI processing facility currently does not have the capability of recovering cobalt
and therefore the artisanal miner did not regularly analyze for cobalt. Three grab samples taken from the same location as the
mined mineralized material (Level 7 - 70 m level), were analyzed for gold, copper, and cobalt, with results shown below in Table
10.
Table
10 - Level 7 sampling
70 metre Level Sampling*
|
Gold (ppm)
|
|
Copper (%T)
|
|
Cobalt (%)
|
n/a
|
|
2.86
|
|
0.12
|
n/a
|
|
1.43
|
|
0.07
|
2.2
|
|
6.8
|
|
0.11
|
*Grab samples are selective in nature and random in size and may not be representative of mineralization characteristics. n/a = not analyzed.
|
The
Kahuna concession (part of the Farellón Project area) was historically held by Vector Mining, a private company, and optioned
to Catalina Resources PLC (Catalina), a private UK registered mineral exploration company. Catalina conducted a geophysical exploration
program in order to determine whether the mineralized structures to the northeast, exploited in the Carrizal Alto mine, extended
into the Kahuna area, to determine whether any such structures were associated with possible sulfide mineralization, and to define
drill targets for a subsequent phase of work. The survey area was traversed in detail and a geological map was prepared showing
all the different lithologies and previous mine workings. Two target areas were defined; one within the diorite intrusive hosting
the high-grade mineralization at the old Carrizal Alto mine, the other in the surrounding metamorphic sediments. Two ground geophysical
surveys (induced polarization (IP) and magnetometry) were completed May 2007, confirming the continuity of the mineral-bearing
structures between Carrizal Alto and the Kahuna area, allowing for the definition of sites for follow-up drilling.
The
ground magnetic survey was completed on a grid measuring 1.2 km by 3.2 km. A total of 70 km were surveyed on lines spaced 50 m
apart. In the IP survey a total of 27 km of data were acquired with a gradient array. Three one km lines were surveyed in a more
detailed follow-up survey with a multi-array consisting of both pole-dipole and multi-bipole gradient array. The principal orientation
of the shear zones was confirmed to be to the northeast towards Carrizal Alto where similar structures were exploited previously
for copper and cobalt. However, there are also several trends to the northwest interpreted to be fault zones that offset the mineralized
shear zones slightly. A north-south trend is probably due to dykes. A strong IP anomaly was located in the western portion of
the survey area. The IP anomaly correlated with a shallow strongly conductive zone known to be associated with mineralization
developed on the margin of the intrusive and exposed in shallow workings. Despite positive results warranting further attention,
Catalina eventually dropped the option to the Kahuna Property, and it returned to Vector Mining.
Perth
Project Area
The
northern concessions of the Carrizal Property have historically been called the Perth Project. There are numerous artisanal workings
throughout this section of the Carrizal Property. The Puenta Negra Mine area contains the Argentina and Dos Amigos veins, with
the most significant workings on the property occurring at the Argentina shaft. Unfortunately, no historic mining records have
been located for the Argentina and Dos Amigos veins.
In
the 1990s the Cachina Grande area of the Carrizal Alto received some attention. The Cachina Grande area is underlain by Paleozoic
metasediments to the west of the dioritic-hosted Carrizal Alto. In 1991, seven samples from the Cachina Grande area were taken
for the report on the Carrizal Alto mining district by Oliver Resources (Ulriksen, 1991). Samples were taken from the Argentina
old workings vein 1.8 m, resulting in a range of Cu between 1.76 and 3.4% Cu, and between 0.05 and 1.22 g/t Au. Samples taken
from the Dos Amigos North dump were grab samples and ranged between 0.46 and 0.83% Cu, and between 1.29 and 3.41 g/t Au.
Appleton
Resources Ltd. optioned the Perth Property in 2007 and completed a surface sampling program covering 12 veins identified on the
southern portion of the project area, as part of a NI 43-101-compliant report on their Perth Caliza Property (which includes the
southern portion of the current Perth project area) (Butrenchuk, 2008). Significant results from the 56-sample program by Appleton
Resources in 2007 include total copper between 0.01 and 11.4% Cu, and between 0.01 and 10.7 g/t Au and up to 0.186% Co.
In
2011, the Company conducted another sampling program, collecting 129 samples from its Perth Property, and analyzing for total
copper, soluble copper, gold, and cobalt. Results included total copper ranging between 0.01 to 11.36% Cu, gold ranging between
0.01 to 29.93 g/t Au, and cobalt ranging between 2 to 6933 ppm.
In
2013 and 2014, the Company optioned the Perth Project area to Minera Activa, a Chilean private mining company. Minera Activa conducted
a surface sampling, stripping and channel sampling program followed by a two-phase drilling program within the Perth Project area.
The surface sampling and stripping program consisted of collecting 762 samples, a combination of grab and chip samples, and analyzing
them for total copper, soluble copper, gold, and cobalt. Results are included a range of copper total results between 0.001 and
7.16% Cu, between 0.005 and 16.5g/t Au, and between 0.001 and 0.437% Co. Minera Activa drilled 30 diamond drill holes on the Perth
Project area, of these 30 holes, only three were entirely on the Red Metal mineral concessions, the remainder targeted a vein
that is exposed at surface on a claim owned by another company that runs through the middle of Red Metal’s Perth Project
area. Of these three drill holes only one, DP-04, intersected any significant mineralization; 1 m grading 2.15 gt Au, 1.32% Cu
and 0.017% Co.
Historical
Resource Estimates and Production
There
are no formal historical resource estimates on the Farellón project. However, a number of old memo-style reports were put
together by the provincial engineer for Atacama particularly in 1963. The sources for the 1963 report were other reports dated
from 1942 to 1949. In the report it was noted that the deposit consisted of 3 veins in metamorphic rocks and that blocks of material
approximately 50 m in length and depth had been extracted. The historical estimates do not conform to the presently accepted CIM
standards and definitions, for resource estimates, as required by NI 43-101 regulations.
The
1963 report contained a number of tables which indicated the reserves reported in the previous 1949 report by Ing. Herbert Hornkohl.
There are a number of inaccuracies in the tables contained in the 1963 report, most likely related to typing errors, and Micon
has attempted to correct these errors by comparing them to the 1949 tables, where applicable. The tables from the reports are
reproduced below but not all of the units of measurement were provided for the tabulated grades in the reports. Therefore, Micon
has not assigned units of measurement to any grades which are not specified in the reports. After the 1949 study was conducted,
the mine was worked and at 1963 there was no visible mineralization (positive ore). There were 500 tons of waste and 1,320 tons
of extracted material with the following grades.
“Positive
Ore”
|
|
|
|
Grade
|
|
|
Tons
|
|
Cu (%)
|
|
Au (g/t)
|
|
Ag
|
|
CaO
(%)
|
|
SiO2
(%)
|
|
Fe2O3
|
|
Al2O3
|
|
S
|
Veta Pique*
|
|
5,849
|
|
3.1
|
|
1.2
|
|
3.8
|
|
45.3
|
|
4.4
|
|
7.8
|
|
1.6
|
|
0.7
|
Veta Naciente*
|
|
6,817
|
|
2.7
|
|
1.1
|
|
4.9
|
|
44.1
|
|
5.0
|
|
11.7
|
|
2.7
|
|
0.7
|
Total
|
|
12,666
|
|
2.9
|
|
1.1
|
|
4.4
|
|
44.7
|
|
4.7
|
|
9.9
|
|
2.2
|
|
0.7
|
Derived
from the 1949 and 1963 reports in the Sernageomin files, Chile.
“Waste”
Tons
|
|
Cu
|
|
Au
|
|
Ag
|
|
CaO
|
|
FeO
|
|
MgO
|
|
SiO2
|
500
|
|
2.20
|
|
1.0
|
|
10.0
|
|
45.98
|
|
5.29
|
|
0.60
|
|
2.50
|
Derived
from the 1949 and 1963 reports in the Sernageomin files, Chile.
“Extractions”
|
|
Tons
|
|
Cu
|
|
Au
|
|
Ag
|
|
CaO
|
|
FeO
|
|
MgO
|
|
SiO2
|
Veta Pique*
|
|
810
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Veta Naciente*
|
|
510
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
1,320
|
|
2.3
|
|
1.0
|
|
5.0
|
|
45.07
|
|
6.54
|
|
0.22
|
|
3.0
|
*Note:
Veta Pique = Shaft vein and Veta Naciente = Outcrop vein.
Derived
from the 1949 and 1963 reports in the Sernageomin files, Chile.
The
May 2000 Minera Stamford report mentions a resource estimate but this is a conceptual resource estimate based on a minimal amount
of information. However, Micon has reviewed this conceptual estimate and concluded that it would not meet the criteria necessary
for its inclusion in an NI 43-101 report. Therefore, the Company should not rely on it as justification for a program of compilation
work and further exploration. Further work is required to locate and evaluate the true extent and nature of the mineralization
on the Farellón Project.
As
mentioned previously a small amount of historical production has occurred on the Farellón Property primarily during the
1940s. However, there are few existing records of the production and there appear to be some discrepancies in the potential size
of the waste dumps (1,000 and 500 tons) and grades reported in the material between the 1949 and 1963 reports contained in the
archived files.
Geological
Setting
Regional
Geology
Chile
is divided into three major physiographic units running north-south, namely the Coastal Cordillera, Central Valley (also termed
the Central Depression), and the High Cordillera (Andes). The Carrizal Property lies within the Coastal Cordillera, on the western
margin of Chile.
There
are five main geological units within the Coastal Cordillera, including, (1) early Cretaceous back-arc basin marine carbonates
(east); (2) late-Jurassic to early-Cretaceous calc-alkaline volcanic arc rocks (central); (3) early-Cretaceous Coastal batholith
(west) (Marschik, 2001); (4) the Atacama fault zone (west) (Marschik, 2001); and (5) Paleozoic basement metasedimentary rocks
along the western margin (Hitzman, 2000).
The
Coastal Cordillera formed in the Mesozoic Era as major plutonic complexes were emplaced into broadly contemporaneous arc and intra-arc
volcanics and underlying Paleozoic deformed metasediments (Hitzman, 2000). This time period also saw development of the NW-trending
brittle Atacama fault system, followed by widespread extension-induced tilting. Sedimentary sequences accumulated immediately
east of the Mesozoic arc terrane in a series of interconnected, predominantly marine, back-arc basins. Early- to mid-Jurassic
through mid-Cretaceous volcanism and plutonism throughout the Coastal Cordillera and immediately adjoining regions are generally
considered to have taken place under variably extensional conditions in response to retreating subduction boundaries (slab roll-back)
and steep, Mariana-type subduction (Hitzman, 2000).
Local
Geology
The
Carrizal Property covers two distinct contact zones between Paleozoic metasedimentary rocks in the central section, and late Jurassic
diorites and monzodiorites to the northwest and southeast.
Paleozoic
metasedimentary rocks belonging to the Chanaral Metamorphic Complex are composed of shales, phyllites and quartz-feldspar schists/gneisses
(Minera Stamford, 2000). The sedimentary rocks have a strong NNE-striking shallow foliation dipping ~40° southeast. The intrusives
towards the southeast corner of the Carrizal Property, in the Farellón Project area, belong to the Canto del Agua formation
and consist of diorites and gabbros hosting many NE-oriented intermediate-mafic dykes. These diorites are known to host extensive
veining with copper and gold mineralization (Arevalo and Welkner, 2003). Locally, a small stock-like felsic body, called Pan de
Azucar, with lesser satellite dykes, intrudes the diorite. The intrusive relationship between the diorite and metasediments on
this south end of the Carrizal Property always appears to be tectonic (Willsteed, 1997).
Property
Geology
The
southern contact zone between the metasedimentary rocks and the diorite is a mylonitic shear zone, ranging between 5 m and 15
m in width, striking NNE, and dipping ~65° to the northwest. This shear zone is host to mineralized quartz-calcite veins
that splay off to the east into the diorites of the adjacent Carrizal Alto Mine area.
The
Perth project area at the northern end of the Carrizal Property, also hosts a significant NS-trending vein swarm. Although these
veins pinch and swell, they are generally 2 m wide and have been measured up to 6 m wide. Individual veins can be traced from
a few 100 m to greater than 2 km in length. Most of the veins identified thus far on surface lie within the metasedimentary rocks,
however several veins have been traced cross-cutting the northern metasediment-granodiorite contact.
Mineralization
The
Carrizal Property occurs within the Central Andean IOCG Province (Sillitoe, 2003). Vein type, plutonic-hosted IOCG deposits such
as Carrizal Alto, and by extension the contiguous Carrizal Property, are characterized by a distinct mineralogy that includes
not only copper and gold but also cobalt, nickel, arsenic, molybdenum, and uranium (Sillitoe, 2003; Clark, 1974). All of the IOCG
deposits in the region are partially defined by their iron content in the form of either magnetite or hematite (Sillitoe, 2003).
A
variety of alteration assemblages has been noted in the Chilean deposits according to whether or not the deposits are hematite
or magnetite dominated:
|
1.
|
Magnetite-rich
veins contain appreciable actinolite, biotite and quartz, as well as local apatite, clinopyroxene, garnet, hematite and K-feldspar,
and possess narrow alteration haloes containing one or more of actinolite, biotite, albite, K-feldspar, epidote, quartz, chlorite,
sericite and scapolite.
|
|
|
|
|
2.
|
Hematite-rich
veins tend to contain sericite and/or chlorite, with or without K-feldspar or albite, and to possess alteration haloes characterized
(Sillitoe, 2003) by these same minerals. Typically, the vein deposits of the coastal Cordillera are chalcopyrite, actinolite
and magnetite deposits (Ruiz, 1962).
|
Carrizal
Alto, just east of the Carrizal Property, has historically been known as a significant cobalt deposit (Ruiz, 1962; Clark, 1974)
and has returned cobalt grades of up to 0.5% Co in the form of cobaltiferous arsenopyrite (Sillitoe, 2003; Ruiz, 1962), carrollite,
and other cobalt sulfides (Clark, 1974). Copper mineralization on the Carrizal Property consists of malachite and chrysocolla
in the oxide zone and chalcopyrite in the sulfide zone. There is some indication that in the oxide zone some of the copper mineralization
is tied up in a goethite-bearing clay matrix (Willsteed, 1997; Floyd, 2009).
Alteration
associated with the greater shear zone is comprised of actinolite, biotite, sericite, epidote, quartz and carbonate mineralization.
The sulfidized quartz-calcite veins occurring within the shear zone can display an intense pyrite-sericite-biotite alteration
halo. In places, there is massive siderite and ankerite alteration (Minera Stamford, 2000).
Deposit
Types
The
main target on the Carrizal Property is vein-style iron oxide-copper gold (IOCG) mineralization associated with a shear contact
between intrusive diorite and metasedimentary rocks, containing significant amounts of iron oxide, copper, gold and cobalt, distinctive
of IOCG deposits in the region (Sillitoe, 2003). IOCG deposits of northern Chile are known to exist in the belt from just south
of the town of Vallenar (almost 29°S) to just south of Chanaral (26°S) (Hitzman, 2000). Although this deposit type covers
a wide spectrum, the characteristic IOCG deposits of northern Chile have been clearly defined by Sillitoe (2003) as:
“Iron
oxide-copper-gold deposits, defined primarily by their elevated magnetite and/or hematite contents, constitute a broad, ill-defined
clan related to a variety of tectono-magmatic settings. The youngest and, therefore, most readily understandable IOCG belt is
located in the Coastal Cordillera of northern Chile and southern Peru, where it is part of a volcano-plutonic arc of Jurassic
through Early Cretaceous age. The arc is characterised by voluminous tholeiitic to calc-alkaline plutonic complexes of gabbro
through granodiorite composition and primitive, mantle-derived parentage. Major arc-parallel fault systems developed in response
to extension and transtension induced by subduction rollback at the retreating convergent margin. The arc crust was attenuated
and subjected to high heat flow. IOCG deposits share the arc with massive magnetite deposits, the copper-deficient end-members
of the IOCG clan, as well as with manto-type copper and small porphyry copper deposits to create a distinctive metallogenic signature.”
“The
IOCG deposits display close relations to the plutonic complexes and broadly coeval fault systems. Based on deposit morphology
and dictated in part by lithological and structural parameters, they can be separated into several styles: veins, hydrothermal
breccias, replacement mantos, calcic skarns and composite deposits that combine all or many of the preceding types. The vein deposits
tend to be hosted by intrusive rocks, especially equigranular gabbrodiorite and diorite, whereas the larger, composite deposits
(e.g. Candelaria-Punta del Cobre) occur within volcano-sedimentary sequences up to 2 km from pluton contacts and in intimate association
with major orogen-parallel fault systems. Structurally localised IOCG deposits normally share faults and fractures with pre-mineral
mafic dykes, many of dioritic composition, thereby further emphasising the close connection with mafic magmatism. The deposits
formed in association with sodic, calcic and potassic alteration, either alone or in some combination, reveal evidence of an upward
and outward zonation from magnetite-actinolite-apatite to specular hematite-chlorite-sericite and possess Cu-Co-Au-Ni-As-Mo-U-(LREE)
(light rare earth element) signature reminiscent of some calcic iron skarns around diorite intrusions. Scant observations suggest
that massive calcite veins and, at shallower paleodepths, extensive zones of barren pyritic feldspar-destructive alteration may
be indicators of concealed IOCG deposits.”
The
Carrizal Property lies well within the Chilean IOCG belt and fits many of the tectonic and mineralogical definitions outlined
by Sillitoe (2003). The Carrizal Property is considered to be a vein-style IOCG deposit with significant amounts of iron oxide,
copper, gold and cobalt distinctive of IOCG deposits in the region.
The
main targets on the Carrizal Property are the two mineralized shear contact zones between the metasediments and diorites (Farellón
Project area) and monzodiorites (Perth Project area). The shear zone has been interpreted to host several parallel, mineralized
lenses.
Exploration
Between
2009 and 2013 the Company conducted three drill programs and one property wide mapping and sampling program detailed in Carrizal
Property - Farellón and Perth Projects - Exploration History. The latest information on the Carrizal Property stems from
bulk sampling efforts by a contract artisanal miner between January 2015 and February 2017. During this period the Company collected
data from bulk sampling efforts (underground exploration workings and rock sampling) conducted by contract miners on the Carrizal
Property. This work resulted in 11,265 tonnes of sulfide-mineralized material with an average grade of 1.67% Cu, 5.8 g/t Ag, and
0.21 g/t Au, as well as 1,813 tonnes of oxide mineralized material with an average grade of 1.56% Cu. The ENAMI processing facility
did not have the capacity to recover cobalt; however, three grab samples taken from the same location as the bulk sampling yielded
between 0.07% and 0.12% Co.
Drilling
The
Company has not conducted any drilling activities on the Carrizal Property over the last three-year period. See Carrizal Property
- Farellón and Perth Projects - Exploration History for previous drilling results.
Sample
Preparation, Analysis, and Security
There
have been no exploration or drilling samples collected by Red Metal, and as such, there are no preparation, analysis, or security
details to describe.
MATEO
PROPERTY
Property
Description and Location
The
Mateo Property is composed of 5 mineral concessions covering 182 hectares in the III Region of Chile, Region de Atacama. The Mateo
Property is situated 10 kilometres east of the City of Vallenar with the highest point at approximately 1,050 metres above sea
level. The property is located close to power, water, and the urban centre of Vallenar, with a readily available mining workforce.
Accessibility
The
Mateo Property is easily accessible year-round via a well-used road from Vallenar. The road crosses through the middle of the
west half of the property and along the southern border of the east half of the property.
Geology
and Mineralization
The
Mateo Property is located within the brittle-ductile north-south-trending Atacama Fault System that is known to host many of the
major deposits in the Candelaria IOCG belt. Known mineralization is hosted in an andesitic volcaniclastic sequent assigned to
the Bandurrias Formation. Widespread iron oxide and skarn style alteration indicate an IOCG mineralizing system further supported
by significant amounts of economic grade mineralization found in six historic artisanal mines on the property. Mineralization
is found in mantos, veins and breccias.
Exploration
History
Historical
work on the Mateo Property includes several drill programs completed by different Chilean private and public companies. Records
exist from eight drill holes completed in 1994 on the Irene mine and include two full reports written by ENAMI, the Chilean national
mining company, with interpretation of mineralization and recommendations for further exploration and mining work.
The
Irene mine was investigated by ENAMI in 1994. Work completed during the time included surface RC drilling, including 490 metres
in four RC drill holes, and underground diamond drilling, including 220 metres in four drill holes. The Company obtained ENAMI’s
reports of mining activities from 1994 to 1997. Approximately 11,875 tonnes of rock were mining in that time averaging 4.3% copper,
61.9 grams per tonne silver, and 1.01 grams per tonne gold. During the period June 2009 to December 2010, the vendor of the Irene
mine, Minera Farellón, conducted small scale mining activities on a different area of the Irene claims and mined 1,705
tonnes grading 1.39% Cu, 1.39 g/t Ag, 0.29 g/t Au in sulphides and 1,477 tonnes grading 1.98% Cu in oxides. The difference in
grade between the historic work and recent work is not an indication that further high-grade material will not be found on the
Mateo Property and further modeling and exploration work needs to be completed to determine the best drill targets.
In
2011, the Company completed a mapping and prospecting program over wide area including the Mateo concessions and a wide area surrounding
the concessions. The geological mapping identified nine significant zones of mineralization on the property and confirmed widespread
skarn style alteration. Reconnaissance samples were collected on multiple mineralized structures from mantos, veins and mineralized
breccia bodies.
Samples
of 21.72 g/t Au with 0.69% Cu, 3.10 g/t Au with 0.50% Cu and 3.57 g/t Au with 0.62% Cu taken from one vein traced for approximately
350 metres on surface. Multiple mineralized veins, mantos and breccia bodies were identified with 36 of 138 samples returning
Au results greater than 1.00 g/t and 59 of 138 samples returning Cu results greater than 1.00%.
Additional
significant reconnaissance sampling results from the Mateo mapping program are listed below:
Sample
|
|
Easting
|
|
Northing
|
|
Cu
%
|
|
Gold
g/t
|
201272
|
|
338,028
|
|
6,836,645
|
|
7.37
|
|
1.12
|
202871
|
|
336,478
|
|
6,836,158
|
|
2.63
|
|
1.14
|
202852
|
|
337,880
|
|
6,835,567
|
|
7.11
|
|
1.18
|
202849
|
|
337,880
|
|
6,834,692
|
|
10.3
|
|
1.73
|
201220
|
|
337,898
|
|
6,834,724
|
|
4.29
|
|
2.07
|
201277
|
|
337,314
|
|
6,834,958
|
|
9.39
|
|
2.42
|
202850
|
|
337,822
|
|
6,834,611
|
|
2.58
|
|
2.46
|
202810
|
|
338,521
|
|
6,838,037
|
|
2.44
|
|
2.49
|
202882
|
|
336,945
|
|
3,835,537
|
|
2.57
|
|
3.08
|
202812
|
|
338,504
|
|
6,838,120
|
|
0.5
|
|
3.1
|
202815
|
|
338,382
|
|
6,838,223
|
|
0.62
|
|
3.57
|
202880
|
|
336,740
|
|
6,835,991
|
|
1.46
|
|
5.7
|
202826
|
|
338,179
|
|
6,838,079
|
|
5.3
|
|
6.85
|
201217
|
|
337,909
|
|
6,834,632
|
|
3.46
|
|
10.11
|
202813
|
|
338,469
|
|
6,838,147
|
|
0.69
|
|
21.72
|
Mineral
Processing and Metallurgical Testing
No
mineral processing or metallurgical testing programs have been undertaken on the Mateo Property.
Competition
The
mineral exploration business is an extremely competitive industry. We are competing with many other exploration companies looking
for minerals. We are one of the smallest exploration companies and a very small participant in the mineral exploration business.
Being a junior mineral exploration company, we compete with other similar companies for financing and joint venture partners,
and for resources such as professional geologists, camp staff, helicopters and mineral exploration contractors and supplies. We
do not represent a competitive presence in the industry.
Raw
materials
The
raw materials for our exploration programs include camp equipment, hand exploration tools, sample bags, first aid supplies, groceries
and propane. All of these types of materials are readily available from a variety of local suppliers.
Dependence
on major customers
We
have no customers. Our first customer likely will be ENAMI, which refines and smelts copper from the ore that it buys from Chile’s
small- and medium-scale miners. ENAMI is located in Vallenar. We could also sell our ore to the Dos Amigos heap leach facility
located approximately fifty kilometers south of Vallenar in Domeyko.
Patents/Trademarks/Licenses/Franchises/Concessions/Royalty
Agreements/Labor Contracts
We
have no intellectual property such as patents or trademarks, and, other than the royalties that were discussed under the “Unproved
mineral properties” section, no royalty agreements or labor contracts.
Government
controls and regulations
We
are not required to obtain permits or submit operational plans in order to conduct exploration on our properties. The mining business,
however, is subject to various levels of government controls and regulations, which are supplemented and revised from time to
time. We cannot predict what additional legislation or revisions might be proposed that could affect our business or when any
proposals, if enacted, might become effective. Such changes, however, could require more operating capital and expenditures and
could prevent or delay some of our operations.
The
various levels of government controls and regulations address, among other things, the environmental impact of mining and mineral
processing operations. For mining and processing, legislation and regulations in various jurisdictions establish performance standards,
air and water quality emission standards and other design or operational requirements for various components of operations, including
health and safety standards. Legislation and regulations also establish requirements for decommissioning, reclaiming and rehabilitating
mining properties following the cessation of operations, and may require that some former mining properties be managed for long
periods of time. As we are not mining or processing, and are unlikely to do so for some years, we have not investigated these
regulations.
None
of the exploration work that we have completed to date requires an environmental permit. We must repair any damage done to the
land during exploration. Some of our claims are within the boundaries of a national park. According to the Mining Code of Chile,
we will have to get written authorization from the government to mine or complete any exploration work within the park boundaries.
We submitted an application to the government in December 2011 to explore within the park boundaries. We received a response to
our application requesting we complete an environmental study on the area we are applying to work in. As part of this study, we
will have to hire an environmental consultant to investigate if any significant archeological remains exist in the area we intend
to work in. Mapping and prospecting work completed north of the park boundary on the Farellón property has shown potential
to expand the mineralized zone to the north where exploitation would not fall within the park boundaries. The Company has decided
to focus exploration north of the park boundary to determine the potential of the entire mineralized area to host an economic
deposit before pursuing the application to work within the park boundary any further.
If
our operations in Chile become profitable, any earnings that we remit abroad will be subject to Chilean withholding tax.
We
believe that we are in substantial compliance with all material government controls and regulations at each of our mineral claims.
Costs
and effects of compliance with environmental laws
We
have incurred no costs to date for compliance with environmental laws for our exploration programs on any of our claims.
Expenditures
on research and development
We
have incurred no research or development costs since our inception on January 10, 2005.
Number
of total employees and number of full-time employees
Red
Metal does not have any employees. Caitlin Jeffs, Michael Thompson, and Joao (John) da Costa, who are directors and officers,
and Jeffrey Cocks, and Cody McFarlane, directors of the Company, provide their services as independent consultants. Polymet retains
the services of an administrative assistant and a bookkeeper located in Chile, who are Polymet’s only employees, other services
are provided by independent consultants. The Company contracts for the services of geologists, prospectors and other consultants
as and when required.
ITEM
1A: RISK FACTORS
IN
ADDITION TO THE FACTORS DISCUSSED ELSEWHERE IN THIS ANNUAL REPORT, THE FOLLOWING RISKS AND UNCERTAINTIES COULD MATERIALLY ADVERSELY
AFFECT OUR BUSINESS, FINANCIAL CONDITION AND RESULTS OF OPERATIONS. ADDITIONAL RISKS AND UNCERTAINTIES NOT PRESENTLY KNOWN TO
US OR THAT WE CURRENTLY DEEM IMMATERIAL ALSO MAY IMPAIR OUR BUSINESS OPERATIONS AND FINANCIAL CONDITION.
The
Company is in the business of exploring and, if warranted, developing mineral properties, which is a highly speculative endeavor.
A purchase of any of the Common Shares involves a high degree of risk and should be undertaken only by purchasers whose financial
resources are sufficient to enable them to assume such risks and who have no need for immediate liquidity in their investment.
An investment in the Common Shares should not constitute a significant portion of an individual’s investment portfolio and
should be made only by persons who can afford a total loss of their investment. Prospective shareholders should evaluate carefully
the following risk factors associated with an investment in the Common Shares.
The
following risks and uncertainties could materially adversely affect the Company’s business, financial condition and results
of operations. Additional risks and uncertainties not presently known to management of the Company or that are currently deemed
immaterial may also impair the Company’s operations and financial condition.
Negative
Operating Cash Flow
During
the fiscal years ended January 31, 2021 and 2020 we earned no revenue while our net loss from operations totaled $159,254 and
$321,592, respectively. If we do not find sources of financing as and when we need them, we may be required to cease our operations.
Mineral
exploration and development are very expensive. During the fiscal year ended January 31, 2021, we had no revenue from our operations
and our operating expenses totaled $267,297 (2020 - $260,891). These expenses were further increased by $79,037 (2020 - $60,890)
in interest we accrued on our notes payable and $2,148 loss from foreign exchange fluctuation (2020 - $189 gain) and were in part
offset by reversal of $74,336 associated with reversal of old debt which exceeded the statute of limitation promulgated under
Chilean Law, and by $114,892 forgiveness of debt which resulted from a debt settlement agreement with the Company’s former
legal representative in Chile. As of January 31, 2021, we had cash of $47,293 (2020 - $9,865). Since inception, we have supported
our operations through equity and debt financing and, to a minor extent, through option payments received on our option or joint
venture agreements, and royalty payments from third-party vendors, who we allowed to mine our claims. Our ability to continue
our operations, including exploring and developing our properties, will depend on our ability to generate operating revenue, obtain
additional financing, or enter into joint venture agreements. Until we earn enough revenue to support our operations, which may
never happen, we will continue to be dependent on loans and sales of our equity or debt securities to continue our development
and exploration activities. If we do not find sources of financing as and when we need them, we may be required to severely curtail,
or even to cease, our operations.
Insufficient
Capital
We
were incorporated on January 10, 2005, and to date have been involved primarily in organizational activities, acquiring and exploring
mineral claims and obtaining financing. The Company’s financial statements have been prepared assuming that it will continue
as a going concern. From the Company’s inception on January 10, 2005, we accumulated losses of $9,744,146. As a result,
the Company’s management has expressed substantial doubt about the Company’s ability to continue as a going concern.
The continuation of our operations depends on our ability to complete equity or debt financings as needed or generate capital
from profitable operations. Such financings may not be available or may not be available on reasonable terms. Our financial statements
do not include any adjustments that could result from the outcome of this uncertainty. Whether the Company will be successful
as a mining company must be considered in light of the costs, difficulties, complications and delays associated with its proposed
exploration programs. These potential problems include, but are not limited to, finding claims with mineral deposits that can
be cost-effectively mined, the costs associated with acquiring such properties and the unavailability of human or equipment resources.
We cannot provide assurance we will ever generate significant revenue from our operations or realize a profit. The management
expects to continue to incur operating losses during the next 12 months.
Effects
of COVID-19 Outbreak
In
March of 2020, the World Health Organization declared an outbreak of COVID-19 Global pandemic. The COVID-19 has impacted vast
array of businesses through the restrictions put in place by most governments internationally, including the USA, Canadian and
Chilean governments, as well as provincial and municipal governments, regarding travel, business operations and isolation/quarantine
orders. At this time, it is unknown to what extent the impact of the COVID-19 outbreak may have on the Company as this will depend
on future developments that are highly uncertain and that cannot be predicted with confidence. These uncertainties arise from
the inability to predict the ultimate geographic spread of the disease, and the duration of the outbreak, including the duration
of travel restrictions, business closures or disruptions, and quarantine/isolation measures that are currently, or may be put,
in place worlds-wide to fight the virus. While the extent of the impact is unknown, the COVID-19 outbreak may hinder the Company’s
ability to raise financing for exploration or operating costs due to uncertain capital markets, supply chain disruptions, increased
government regulations and other unanticipated factors, all of which may also negatively impact the Company’s business and
financial condition.
Debt
Owing to Related Parties
As
of January 31, 2021, we owed $70,514 to related parties that were due in the next 12-month period for the services and reimbursable
expenses they have provided; in addition, we owed our related parties $1,093,417 on account of long-term notes payable, which
are payable on or after August 31, 2022. The Company does not have the cash resources to pay the long-term debt; therefore, we
may decide to partially pay these individuals by issuing shares of our common stock to them. Because of the low market value of
the Company’s common stock, the issuance of shares will result in substantial dilution to the percentage of the outstanding
common stock owned by current shareholders.
Financing
Risks
The
Company has no history of significant earnings and, due to the nature of its business, there can be no assurance that the Company
will be profitable. The Company has paid no dividends on its shares since incorporation and does not anticipate doing so in the
foreseeable future. The only present source of funds available to the Company is through the sale of its securities. Even if the
results of any future exploration are encouraging, the Company may not have sufficient funds to conduct the further exploration
that may be necessary to determine whether or not a commercially mineable deposit exists on the Properties. While the Company
may generate additional working capital through equity offerings or through the sale or possible syndication of the Properties,
there is no assurance that any such funds will be available. If available, future equity financing may result in substantial dilution
to shareholders.
Speculative
Nature of Mineral Exploration
Resource
exploration is a speculative business, characterized by a number of significant risks including, among other things, unprofitable
efforts resulting not only from the failure to discover mineral deposits but also from finding mineral deposits that, though present,
are insufficient in quantity and quality to return a profit from production. The marketability of minerals acquired or discovered
by the Company may be affected by numerous factors which are beyond the control of the Company and which cannot be accurately
predicted, such as market fluctuations, the proximity and capacity of milling facilities, mineral markets and processing equipment
and such other factors as government regulations, including regulations relating to royalties, allowable production, importing
and exporting of minerals and environmental protection, the combination of which factors may result in the Company not receiving
an adequate return of investment capital.
There
is no assurance that the Company’s mineral exploration and development activities will result in any discoveries of commercial
bodies of ore. The long-term profitability of the Company’s operations will, in part, be directly related to the costs and
success of its exploration programs, which may be affected by a number of factors. Substantial expenditures are required to establish
reserves through drilling and to develop the mining and processing facilities and infrastructure at any site chosen for mining.
Although substantial benefits may be derived from the discovery of a major mineralized deposit, no assurance can be given that
minerals will be discovered in sufficient quantities to justify commercial operations or that funds required for development can
be obtained on a timely basis.
No
Known Mineral Reserves
It
is unknown whether the Properties contain viable mineral reserves. If the Company does not find a viable mineral reserve, or if
it cannot exploit the mineral reserve, either because the Company does not have the money to do it or because it will not be economically
feasible to do so, the Company may have to cease operations and you may lose your investment. Mineral exploration is a highly
speculative endeavor. It involves many risks and is often non-productive. Even if mineral reserves are discovered on the Properties,
the Company’s production capabilities will be subject to further risks and uncertainties including:
●
|
Costs
of bringing the property into production including exploration work, preparation of production feasibility studies, and construction
of production facilities, all of which the Company’ has not budgeted for;
|
●
|
Availability
and costs of financing;
|
●
|
Ongoing
costs of production; and
|
●
|
Environmental
compliance regulations and restraints.
|
Market
Factors May Affect Ability to Market Any Minerals Found
Even
if the Company discovers minerals that can be extracted cost-effectively, it may not be able to find a ready market for its minerals.
Many factors beyond the Company’s control affect the marketability of minerals. These factors include market fluctuations,
the proximity and capacity of natural resource markets and processing equipment, government regulations, including regulations
relating to prices, taxes, royalties, land tenure, land use, importing and exporting minerals and environmental protection. The
Company cannot accurately predict the effect of these factors, but any combination of these factors could result in an inadequate
return on invested capital.
Mineral
Exploration is Hazardous
The
search for minerals is hazardous. In the course of exploration, development and production of mineral properties, the Company
could incur liability or damages as it conducts its business due to the dangers inherent in mineral exploration, including pollution,
cave-ins, fires, flooding, earthquakes and other hazards. It is not always possible to fully insure against such risks or against
which the Company may elect not to insure. The Company has no insurance for these types of hazards, nor does it expect to obtain
such insurance for the foreseeable future. Should such liabilities arise, they could reduce or eliminate any future profitability
and result in increasing costs and a decline in the value of the securities of the Company.
Government
Regulations
The
mining business is subject to various levels of government control and regulation, which are supplemented and revised from time
to time. The Company cannot predict what legislation or revisions might be proposed that could affect its business or when any
such proposals, if enacted, might become effective. The Company’s exploration activities are subject to laws and regulations
governing worker safety, and, if it explores within the national park that is part of its Farellón property, protection
of endangered and other special status species as well as protection of significant archeological remains, if there are any, will
likely require compliance with additional laws and regulations. The cost of complying with these regulations has not been burdensome
to date, but if the Company mines the Properties and processes more than 5,000 tonnes of ore monthly, it will be required to submit
an environmental impact study for review and approval by the federal environmental agency. The Company anticipates that the cost
of such a study will be significant and, if the study were to show too great an adverse impact on the environment, the Company
might be unable to develop the property or it might have to engage in expensive remedial measures during or after developing the
property, which could make production unprofitable. This requirement could materially adversely affect the Company’s business,
the results of its operations and its financial condition if it were to proceed to mine a property or process ore on the property.
The Company has no immediate or intermediate plans to process ore on any of the Properties.
If
the Company does not comply with applicable environmental and health and safety laws and regulations, it could be fined, enjoined
from continuing its operations, and suffer other penalties. Although the Company makes every attempt to comply with these laws
and regulations, it cannot provide assurance that it has fully complied or will always fully comply with them.
Environmental
and Safety Regulations and Risks
Environmental
laws and regulations may affect the operations of the Company. These laws and regulations set various standards regulating certain
aspects of health and environmental quality. They provide for penalties and other liabilities for the violation of such standards
and establish, in certain circumstances, obligations to rehabilitate current and former facilities and locations where operations
are or were conducted. The permission to operate can be withdrawn temporarily where there is evidence of serious breaches of health
and safety standards, or even permanently in the case of extreme breaches. Significant liabilities could be imposed on the Company
for damages, clean-up costs or penalties in the event of certain discharges into the environment, environmental damage caused
by previous owners of acquired properties or noncompliance with environmental laws or regulations. In all major developments,
the Company generally relies on recognized designers and development contractors from which the Company will, in the first instance,
seek indemnities. The Company minimizes risks by taking steps to ensure compliance with environmental, health and safety laws
and regulations and operating to applicable environmental standards. There is a risk that environmental laws and regulations may
become more onerous, making the Company’s operations more expensive.
Competition
The
mining industry is intensely competitive in all its phases. The Company competes for the acquisition of mineral properties, claims,
leases and other mineral interests as well as for the recruitment and retention of qualified employees with many companies possessing
greater financial resources and technical facilities than the Company. The competition in the mineral exploration and development
business could have an adverse effect on the Company’s ability to acquire suitable properties or prospects for mineral exploration
in the future.
Stress
in the Global Economy
Negative
fluctuations in a state of global economy may cause general tightening in the credit markets, lower levels of liquidity, increases
in the rates of default and bankruptcy, and lower business spending, all of which may have a negative effect on the Company’s
business, results of operations, financial condition and liquidity. The Company’s suppliers may not be able to supply it
with needed raw materials on a timely basis, may increase prices or go out of business, which could result in the inability of
the Company to carry out its planned exploration programs. Furthermore, it may become difficult to locate other mineral exploration
companies with available funds willing to engage in risky ventures such as the exploration of the Properties.
Such
conditions may make it very difficult to forecast operating results, make business decisions and identify and address material
business risks. As a result, the Company’s operating results, financial condition and business could be adversely affected.
The
Company conducts operations in a foreign jurisdiction and is subject to certain risks that may limit or disrupt its business operations.
The
Company’s head office is in Canada and its mining operations are in Chile. Mining investments are subject to the risks normally
associated with the conduct of any business in foreign countries including uncertain political and economic environments; wars,
terrorism and civil disturbances; changes in laws or policies, including those relating to imports, exports, duties and currency;
cancellation or renegotiation of contracts; royalty and tax increases or other claims by government entities, including retroactive
claims; risk of expropriation and nationalization; delays in obtaining or the inability to obtain or maintain necessary governmental
permits; currency fluctuations; restrictions on the ability of local operating companies to sell gold, copper or other minerals
offshore for U.S. dollars, and on the ability of such companies to hold U.S. dollars or other foreign currencies in offshore bank
accounts; import and export regulations, including restrictions on the export of gold, copper or other minerals; limitations on
the repatriation of earnings; and increased financing costs.
These
risks could limit or disrupt the Company’s exploration programs, cause it to lose its interests in its mineral claims, restrict
the movement of funds, cause it to spend more than it expected, deprive it of contract rights or result in its operations being
nationalized or expropriated without fair compensation, and could materially adversely affect the Company’s financial position
or the results of its operations. If a dispute arises from the Company’s activities in Chile, the Company could be subject
to the exclusive jurisdiction of courts outside North America, which could adversely affect the outcome of the dispute.
While
the Company takes steps it believes are necessary to maintain legal ownership of its claims, title to mineral claims may be invalidated
for a number of reasons, including errors in the transfer history or acquisition of a claim the Company believed, after appropriate
due diligence investigation, to be valid, but in fact, wasn’t. If ownership of the Company’s claims was ultimately
determined to be invalid, the Company’s business and prospects would likely be materially and adversely affected.
The
Company’s ability to realize a return on its investment in mineral claims depends upon whether it maintains the legal ownership
of the claims. Title to mineral claims involves risks inherent in the process of determining the validity of claims and the ambiguous
transfer history characteristic of many mineral claims. The Company takes a number of steps to protect the legal ownership of
its claims, including having its contracts and deeds notarized, recording these documents with the registry of mines and publishing
them in the mining bulletin. The Company also reviews the mining bulletin regularly to determine whether other parties have staked
claims over its ground. However, none of these steps guarantees that another party could not challenge the Company’s right
to a claim. Any such challenge could be costly to defend and, if the Company lost its claim, its business and prospects would
likely be materially and adversely affected.
No
Anticipation of Payment of Dividends
A
dividend has never been declared or paid in cash on the Company’s common shares. The Company does not anticipate such a
declaration or payment for the foreseeable future. The Company intends to retain any earnings to develop, carry on, and expand
its business.
Price
Volatility of Publicly Traded Securities
In
recent years, the securities markets in Canada have experienced a high level of price and volume volatility, and the market prices
of securities of many companies have experienced wide fluctuations in price which have not necessarily been related to the operating
performance, underlying asset values or prospects of such companies. There can be no assurance that continual fluctuations in
price will not occur. It may be anticipated that any quoted market for the Common Shares will be subject to market trends generally,
notwithstanding any potential success of the Company in creating revenues, cash flows or earnings. The value of Common Shares
will be affected by such volatility.
Fluctuating
Mineral Prices and Currency Risk
The
Company’s revenues, if any, are expected to be in large part derived from the extraction and sale of precious and base minerals
and metals. Factors beyond the control of the Company may affect the marketability of metals discovered, if any. Metal prices
have fluctuated widely, particularly in recent years. Consequently, the economic viability of any of the Company’s exploration
projects cannot be accurately predicted and may be adversely affected by fluctuations in mineral prices.
The
Company sometimes holds a significant portion of its cash in U.S. dollars. Currency exchange rate fluctuations can result in conversion
gains and losses and diminish the value of its U.S. dollars. If the U.S. dollar declined significantly against the Canadian dollar
or the Chilean peso, its U.S. dollar purchasing power in Canadian dollars and Chilean pesos would also significantly decline and
that could make it more difficult for the Company to conduct its business operations. The Company has not entered into derivative
instruments to offset the impact of foreign exchange fluctuations.
Management
The
success of the Company is currently largely dependent on the performance of its directors and officers. The loss of the services
of any of these persons could have a materially adverse effect on the Company’s business and prospects. There is no assurance
the Company can maintain the services of its directors, officers or other qualified personnel required to operate its business.
Key
Person Insurance
The
Company does not maintain key person insurance on any of its directors or officers, and as result the Company would bear the full
loss and expense of hiring and replacing any director or officer in the event the loss of any such persons by their resignation,
retirement, incapacity, or death, as well as any loss of business opportunity or other costs suffered by the Company from such
loss of any director or officer.
Conflicts
of Interest
Some
of the directors and officers are engaged and will continue to be engaged in the search for additional business opportunities
on behalf of other corporations, and situations may arise where these directors and officers will be in direct competition with
the Company. Conflicts, if any, will be dealt with in accordance with the relevant provisions of the Business Corporations
Act (British Columbia). Some of the directors and officers of the Company are or may become directors or officers of other
companies engaged in other business ventures. In order to avoid the possible conflict of interest which may arise between the
directors’ duties to the Company and their duties to the other companies on whose boards they serve, the directors and officers
of the Company have agreed to the following:
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Participation
in other business ventures offered to the directors will be allocated between the various companies and on the basis of prudent
business judgment and the relative financial abilities and needs of the companies to participate;
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No
commissions or other extraordinary consideration will be paid to such directors and officers; and
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Business
opportunities formulated by or through other companies in which the directors and officers are involved will not be offered
to the Company except on the same or better terms than the basis on which they are offered to third party participants.
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“Penny
stock” rules may make buying or selling our common stock difficult, and severely limit its marketability and liquidity
Because
the Company’s securities are considered a penny stock, shareholders will be more limited in their ability to sell their
shares. The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny
stocks are generally equity securities with a price of less than $5.00, other than securities registered on certain national securities
exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such
securities is provided by the exchange or quotation system. Because the Company’s securities constitute “penny stocks”
within the meaning of the rules, the rules apply to the Company and to its securities. The rules may further affect the ability
of owners of shares to sell the Company’s securities in any market that might develop for them. As long as the trading price
of the Company’s common shares is less than $5.00 per share, the common shares will be subject to Rule 15g-9 under the Exchange
Act. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure
document prepared by the SEC, that:
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Contains
a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading;
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Contains
a description of the broker’s or dealer’s duties to the customer and of the rights and remedies available to the
customer with respect to a violation to such duties or other requirements of securities laws;
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Contains
a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance
of the spread between the bid and ask price;
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Contains
a toll-free telephone number for inquiries on disciplinary actions;
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Defines
significant terms in the disclosure document or in the conduct of trading in penny stocks; and
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Contains
such other information and is in such form, including language, type, size and format, as the SEC shall require by rule or
regulation.
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The
broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with: (a) bid and offer quotations
for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares
to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for
such shares; and (d) a monthly account statement showing the market value of each penny stock held in the customer’s account.
In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules;
the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and
receive the purchaser’s written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions
involving penny stocks, and a signed and dated copy of a written suitably statement. These disclosure requirements may have the
effect of reducing the trading activity in the secondary market for the Company’s shares.
Tax
Issues
Income
tax consequences in relation to the Common Shares will vary according to circumstances of each investor. Prospective investors
should seek independent advice from their own tax and legal advisers prior to investing in Common Shares of the Company.
Other
Risks and Uncertainties
Although
the Company has tried to identify all significant risks, it may not have identified all risks. There may be other risks.
The
Company has sought to identify what it believes to be the most significant risks to its business, but it cannot predict whether,
or to what extent, any of such risks may be realized nor can it guarantee that it has identified all possible risks that might
arise. Investors should carefully consider all of such risk factors before making an investment decision with respect to the Company’s
Common Shares.