XXIX to Acquire 19.9% of Kintavar Exploration - Seite 2
Kintavar: Undervalued Portfolio of Gold and Copper Assets
Kintavar has a vast exploration portfolio consisting of 17 projects throughout Quebec. Kintavar has a strategic partner in IAMGOLD, who has an option to acquire up to 80% of its Anik Gold Project ("Anik"). Anik represents additional optionality in the larger Chibougamau camp, being proximal to IAMGOLD's Nelligan project, and has seen excellent drill results including 2.82 g/t gold over 6.3 metres (see Kintavar news release dated June 15, 2022). As part of the option agreement, Kintavar may continue to receive additional payments from IAMGOLD.
Other notable projects include the district-scale Mitchi (Measured & Indicated resource of 2.99Mt @ 0.4% Cu and 4 g/t Ag constrained within a shallow open pit with cut-off grade of 0.2% Cu, Inferred resource of 85Kt @ 0.35% Cu and 3.8 g/t Ag) (see Kintavar news release dated June 15, 2023), Wabash (1.01% Cu, 19.3 g/t Ag over 16.8 metres) (see Kintavar news release dated March 24, 2022), and New Mosher.
Transaction Details
XXIX currently owns a 50% interest in the Roger Project and holds an option (the "Option") to acquire the remaining 50% interest currently owned by SOQUEM Inc. for a purchase price of $1,600,000 to paid by common shares of XXIX ("XXIX Shares").
In connection with the Transaction, XXIX has agreed to transfer the Option to Orecap in consideration for Orecap agreeing to pay the Option exercise price with XXIX Shares currently owned by Orecap (the "Option Transfer"). Orecap currently owns 39,096,852 XXIX Shares, accounting for 15.1% of XXIX Shares issued and outstanding. The Option Transfer enables XXIX to transact on the Roger Project without incurring any further dilution.
Under the APA, the Purchase Price will be paid by the issuance of class A common shares of Kintavar ("Kintavar Shares") a deemed price of $0.025 per Kintavar Share to be allocated equally between XXIX and Orecap. Upon completion of the Transaction, it is anticipated that XXIX and Orecap will each own approximately 19.97% of the outstanding Kintavar Shares, and will each become a Control Person (as such term is defined under the policies of the TSXV) of Kintavar.
The completion of the Transaction is subject to the satisfaction of various conditions, including but not limited to: (i) the completion of the transfer and sale of good and marketable title of the Roger Project; (ii) the completion of the Option Transfer and exercise of the Option; (iii) the working capital of Kintavar being equal to or greater than $3,625,000; (iv) Kintavar's management and board of directors being reconstituted with Orecap and XXIX having the right to appoint a new executive team and two nominees to the board of directors of Kintavar; and (v) the receipt of all requisite regulatory or governmental authorizations and consents (as applicable), including but not limited to approval of the TSXV and shareholders of Kintavar. The closing of the Transaction is expected to occur in June 2025.