VANCOUVER, BC, Nov. 12, 2020 /CNW/ - ESV Resources Ltd.
(the "Company") (TSXV: ESV.H), announces that it has entered
into a binding letter agreement dated effective November 12, 2020 (the "Letter
Agreement"), with Qvartz Capital Partners Inc.
("Qvartz"), which outlines the general terms and conditions
by which the Company may acquire (the "Transaction") a
66.67% interest in the Lomero-Poyatos Project.
The Lomero-Poyatos Project
The Lomero-Poyatos Project is comprised of 13 mining concessions
over an area of approximately 175 hectares located in the Huelva
Province of the Autonomous Community of Andalucía in Southern Spain, within the Cerro Andevalo and
Cortegana Municipalities, about 500 km south of Madrid, 85 km north-west of Seville and 60 km north-east of the port of
Huelva.
Terms of the Transaction
Under the terms of the Transaction, it is contemplated that the
Company would acquire 100% of the issued and outstanding share
capital (the "Viaggo Shares") of Viaggo Consultores,
S.A. ("Viaggo"), a wholly-owned subsidiary of Qvartz, which
will control 66.67% of the issued and outstanding shares of
Corporación de Recursos Iberia S.A. ("CRI"), which, in turn,
owns the mining rights to the Lomero-Poyatos Project. In exchange
for the Viaggo Shares, the Company will: (i) issue 35,000,000
common shares of the Company (the "Common Shares") to
Qvartz, where such Common Shares will be subject to a twelve-month
lockup period; and (ii) grant a 2% net smelter returns royalty to
Qvartz from the production of minerals attributable to the 66.67%
interest in the Lomero-Poyatos Project. Additionally, the Company
will assume the obligations of Viaggo related to CRI, which
include: (i) paying up to €6,500,000 to CRI to satisfy CRI's
current liabilities; and (ii) funding exploration work on the
Lomero-Poyatos Project through to the completion of a feasibility
study on the Project.
Further Information
Closing of the Transaction is subject to a number of conditions
including the satisfactory completion of due diligence, the
negotiation of and entering into a definitive agreement, receipt of
all required shareholder, regulatory and third-party consents,
including approval of the TSX Venture Exchange (the
"Exchange"), completion of financing on terms acceptable to
the Company, and satisfaction of other customary closing
conditions. The Transaction cannot close until the
aforementioned conditions are satisfied and required approvals are
obtained. There can be no assurance that the Transaction will
be completed as proposed, at all or concurrently with the Company's
previously announced reverse-takeover transaction and change of
business (see news release dated
On Behalf of the Board of Directors,
ESV RESOURCES LTD.
Frederic Leigh, Chief Executive
Officer
Phone: 604.609.6110
Email: investors@denariussilver.com
Website: www.denariussilver.com
The TSX Venture Exchange has in no way passed upon the merits
of the proposed Transaction and has neither approved nor
disapproved the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Completion of the Transaction is subject to a number of
conditions, including but not limited to completion of satisfaction
due diligence, Exchange acceptance and shareholder approval, if
applicable. The Transaction cannot be completed until such
conditions are satisfied and approvals are obtained. There can be
no assurance that the Transaction will be completed as proposed or
at all.
Statements included in this announcement, including
statements concerning our plans, intentions and expectations, which
are not historical in nature are intended to be, and are hereby
identified as, "forward–looking statements".
Forward–looking statements may be identified by words
including "anticipates", "believes", "intends", "estimates",
"expects" and similar expressions. The Company cautions readers
that forward–looking statements, including without
limitation those relating to the Company's future operations and
business prospects, are subject to certain risks and uncertainties
that could cause actual results to differ materially from those
indicated in the forward–looking statements.
SOURCE ESV Resources Ltd.