Prism Resources Inc. Agreement in Respect of the Sale of a 7.5% Net Profits Interest Not Proceeding
July 21 2017 - 11:19AM
Prism Resources Inc. (TSX.V:PRS)
(the
“Company”) announces that
its agreement (the “
Royalty Purchase Agreement”)
with AuRico Metals Inc. and AuRico Metals Canadian Royalty
Partnership (together “
AuRico”) for the sale by
the Company to AuRico of its 7.5% net profit interest (the
“
Royalty”) on the "Aurora Property" and “Sunday
Lake Property” (together the “
Properties”) in the
Porcupine Mining District, Northeastern Ontario has been
terminated. The “Aurora Property” and “Sunday Lake Property”
are owned by Detour Gold Corp. (“
Detour”).
The Royalty Purchase Agreement, announced by the
Company on July 10, 2017, was entered into in good faith by the
Company and AuRico. Following the announcement, the Company
and AuRico received a written communication from Detour claiming
the Royalty is invalid and unenforceable against Detour,
notwithstanding Detour’s long and consistent disclosure record to
the contrary.
The Company first acquired the right to earn an
undivided 100% interest in the Properties through an option
agreement (the “Boliden Option”) with former owner
Boliden Westmin (Canada) Limited (“Boliden”) in
1999. In 2002 the Company granted an option (the
“Conquest Option”) to Conquest Resources Inc.
(“Conquest”) to acquire a portion of the Company’s
interest under the Boliden Option. Prism and Conquest formed
a joint venture (the “Conquest Joint Venture”) to
further explore, acquire and, if warranted, develop the
Properties.
In 2004 the Company converted its then remaining
participating interest in the Conquest Joint Venture to a 7.5% net
profit interest in the Properties.
In 2010 Conquest sold 100% of its interest in
the Aurora Property and 50% of its interest in the Sunday Lake
Property to Detour, which completed the required exploration
expenditures under the Boliden Option to acquire the Aurora
Property and Sunday Lake Property. The transaction is
described in news releases dated April 12, 2010 and September 27,
2010 of Conquest, and news releases dated August 10, 2010 and
September 27, 2010 of Detour. Each of the news releases
confirms that the Aurora Property and Sunday Lake Property are
subject to a 7.5% net profit interest held by the Company.
Detour subsequently acquired Conquest’s remaining 50% interest in
the Sunday Lake Property.
In the seven years since it acquired the
Properties, Detour has consistently confirmed that the Properties
remain subject to the Royalty in numerous disclosure documents
including news releases, financial statements, management
discussion and analysis, annual information forms, corporate
presentations and NI 43-101 property reports.
In 2014 Detour confirmed in writing to the
Company’s auditors:
“The Aurora Property and the Sunday Lake
Property are located immediately south and east of Detour Gold’s
Detour Lake Mine and they each remain subject to an interest held
by Prism equal to 7.5% of the net profits from the properties.”
As a result of Detour’s newly stated position
repudiating any obligations under the Royalty, the Company was not
able to satisfy all the conditions of the Royalty Purchase
Agreement and the agreement was terminated.
It is the Company’s position that the Royalty
was and remains fully enforceable against Detour. The Company
considers Detour to be fully responsible for the loss of the
contract with AuRico and liable for all resulting damages. The
Company has retained litigation counsel and intends to take
whatever actions it considers to be necessary or advisable to
assert its claims.
About Prism Resources Inc.Prism acquired the
Huampar project from Trevali Mining Corporation (TSX:TV) and Nueva
Condor, a private Peruvian mining company, in July of 2016. Our
priority has been to establish good community relations and
agreements which are in process. More recently our focus has been
for the reconstruction of the mine models and organization of the
databases in anticipation of a program designed to examine the
reactivation of mining production. The mining rate will be
determined based on the economics provided by the current study. To
that end, JDS of Mining & Energy have been contracted to carry
out a PEA on the Huampar reactivation project.
ON BEHALF OF THE BOARD OF DIRECTORS
PRISM RESOURCES INC.
Robert W Baxter President &
CEO
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.
For more information contact:
Robert (Bob) Baxter
Prism Resources Inc.
+1-778-928-1864
Email: bbaxter@prismresourcesinc.com
Scott M. Ross
Prism Resources Inc.
604-803-4883
Email: sross@prismresourcesinc.com
Michelle Borromeo
Prism Resources Inc.
604-715-6845
Email: mborromeo@prismresourcesinc.com
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