Southern Silver Announces Transformative Transaction to Acquire 100% of its Flagship Cerro Las Minitas Silver Project
Vancouver, June 22, 2020 - Southern Silver Exploration Corp. (TSXV: SSV) (OTCQB: SSVFF) (FSE: SEG1) (SSE: SSVCL) (the "Company" or "Southern Silver") reported today that the Company has executed an agreement (the "Agreement") with Electrum Global Holdings L. P. ("Electrum") to purchase Electrum's 60% indirect working interest in the Cerro Las Minitas Project (the "CLM Project") in Durango, Mexico for payment of US$15 million, payable in cash and Southern Silver common shares. The purchase of such working interest will increase the Company's working interest in the Project from 40% to 100%.
Benefits to Southern Silver Shareholders
- Simplifies ownership structure of the CLM Project
- Full control over project timeline and removal of perceived joint venture discount
- 100% ownership of a premier, polymetallic deposit in Mexico with substantial resource growth potential (with a focus on targeting high grade silver targets)
- 150% increase in attributable resources to current resource of Indicated: 134Mozs AgEq and Inferred: 138Mozs AgEq (1)
- Highly accretive to Southern Silver shareholders
- Electrum remains a supportive cornerstone investor
- Southern Silver becomes a more attractive takeover target
- Enhances the market profile of the Company
Timeline of Payment to Electrum under the Agreement
- At closing (on or about September 9, 2020): US$5.0M in cash and US$2.0M (less credit for deposit of C$1.35M paid on execution of the Agreement (June 19, 2020) in shares (based on the greater of the 20-day VWAP prior to closing and the Discounted Market Price (as that term is defined in the policies of the TSX Venture Exchange) of the shares (the "DMP")
- Six months from closing: US$2.0M in cash and US$2.0M* in shares (based on the greater of the prior 20-day VWAP and the DMP).
- 12 months from closing: US$2.0M in cash and US$2.0M* in shares (based on the greater of the prior 20-day VWAP and the DMP).
* The Company has the option to pay all cash in lieu of shares. Any shares issued will be subject to applicable Canadian and US resale restrictions.
To secure payments under the Agreement, the Company has agreed to pledge to Electrum the shares representing Electrum's 60% indirect working interest in the CLM Project.
Because of Electrum's current shareholdings in the Company, the purchase of Electrum's 60% indirect working interest in the CLM Project is a related party transaction under Multilateral Instrument 61-101. The Agreement is subject to regulatory approval and other closing conditions, including shareholder approval.
The Company, in seeking both TSX Venture Exchange and shareholder approvals, will convene an extraordinary shareholders meeting to be held in conjunction with an Annual General Meeting on or about September 4, 2020.
Through the transaction, Southern Silver will acquire an additional 49.9 million ounces silver and 1.35 billion pounds of combined lead and zinc to its account based on the current National Instrument 43-101 Mineral Resources estimate of the CLM Project. Additionally, Southern Silver will become more attractive on a corporate level with the Company's market profile being enhanced by having ownership of one of the larger and highest grade, undeveloped silver projects in the world.
Lawrence Page, Q.C., Southern Silver's Chairman and Director, stated: "Upon completion of the transaction the benefits to Southern Silvers shareholders and investors will be significant. Sole ownership of the Project inclusive of the significant resources developed to date allows us great latitude in developing the Project for substantial resource growth. The transaction will also provide a 150% increase in attributable resources which will be highly accretive to Southern Silver shareholders."
Warrant Exercise
Electrum Global Holdings L.P. has exercised 9.0 million share purchase warrants at C$0.15 for gross proceeds to the Company of C$1,350,000. The Company utilized such funds in the payment of a deposit on execution of the Agreement, which deposit will be credited to the US$2 million payment in shares on closing of the Agreement.
Cerro Las Minitas Project
The Cerro Las Minitas project is an advanced exploration stage polymetallic Ag-Pb-Zn-Cu Skarn/CRD project located in southern Durango, Mexico.
The Cerro Las Minitas project as of May 9th, 2019 contains a Mineral Resource Estimate, at a 175g/t AgEq cut-off, of(1)
- Indicated - 134Moz AgEq: 37.5Moz Ag, 40Mlb Cu, 303Mlb Pb and 897Mlb Zn
- Inferred - 138Moz AgEq: 45.7Moz Ag, 76Mlb Cu, 253Mlb Pb and 796Mlb Zn
A total of 133 drill holes for 59,000 metres have now been completed on the CLM Project with exploration expenditures of approximately US$18.5 million equating to exploration discovery costs of approximately C$0.07 per AgEq ounce to the end of 2019.
Southern Silver has identified a further 10,000 metres in exploration drilling for 2020, targeting specific step-outs from strongly silver-enriched mineral intercepts in the Las Victorias, South Skarn and the Mina La Bocona targets. The targeting is designed to increase the current mineral resource estimate by approximately 30%. The CLM Project remains one of the larger undeveloped silver-lead-zinc projects in the world. It is fully permitted to continue exploration on the property, with a strong potential resource growth profile.
Webinar
The Company will be hosting a live webinar on June 23, 2020 at 2:00pm EST (11:00am PST) with Red Cloud Securities. Registration for the webinar: https://www.redcloudfs.com/rcwebinar-ssv-2/
Lawrence Page and Robert Macdonald (the President and Vice President, Exploration of Southern Silver, respectively) will join Jacob Willoughby, Red Cloud's Vice President of Research, for a live discussion on the Electrum transaction and a Company update.
About Southern Silver Exploration Corp.
Southern Silver Exploration Corp. is an exploration and development company with a focus on the discovery of world-class mineral deposits. Our specific emphasis is the Cerro Las Minitas silver-lead-zinc project located in the heart of Mexico's Faja de Plata, which hosts multiple world-class mineral deposits such as Penasquito, San Martin, Naica and Pitarrilla. We have assembled a team of highly experienced technical, operational and transactional professionals to support our exploration efforts in developing the Cerro Las Minitas project into a premier, high-grade, silver-lead-zinc mine. The Company engages in the acquisition, exploration and development either directly or through joint-venture relationships in mineral properties in major jurisdictions. Our property portfolio also includes the Oro porphyry copper-gold project located in southern New Mexico, USA.
- The 2019 Cerro Las Minitas Resource Estimate was prepared following CIM definitions for classification of Mineral Resources. Resources are constrained using mainly geological constraints and approximate 10g/t AgEq grade shells. The block models are comprised of an array of blocks measuring 10m x 2m x 10m, with grades for Au, Ag, Cu, Pb, Zn values interpolated using ID3 weighting. Silver and zinc equivalent values were subsequently calculated from the interpolated block grades. The model is identified at a 175g/t AgEq cut-off, with an indicated resource of 11,102,000 tonnes averaging 105g/t Ag, 0.10g/t Au, 1.2% Pb, 3.7% Zn and 0.16% Cu and an inferred resource of 12,844,000 tonnes averaging 111g/t Ag, 0.07g/t Au, 0.9% Pb, 2.8% Zn and 0.27% Cu. AgEq cut-off values were calculated using average long-term prices of $16.6/oz. silver, $1,275/oz. gold, $2.75/lb. copper, $1.0/lb. lead and $1.25/lb. zinc. Metal recoveries for the Blind, El Sol and Las Victorias deposits of 91% silver, 25% gold, 92% lead, 82% zinc and 80% copper and for the Skarn Front deposit of 85% silver, 18% gold, 89% lead, 92% zinc and 84% copper were used to define the cut-off grades. Base case cut-off grade assumed $75/tonne operating, smelting and sustaining costs. All prices are stated in $USD. Silver Equivalents were calculated from the interpolated block values using relative recoveries and prices between the component metals and silver to determine a final AgEq value. The same methodology was used to calculate the ZnEq value. Mineral resources are not mineral reserves until they have demonstrated economic viability. Mineral resource estimates do not account for a resource's mineability, selectivity, mining loss, or dilution. The current Resource Estimate was prepared by Garth Kirkham, P.Geo. of Kirkham Geosciences Ltd. who is the Independent Qualified Person responsible for presentation and review of the Mineral Resource Estimate. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely.
Robert Macdonald, MSc. P.Geo, is a Qualified Person as defined by National Instrument 43-101 and supervised directly the collection of the data from the CLM Project that is reported in this disclosure and is responsible for the presentation of the technical information in this disclosure.
On behalf of the Board of Directors
"Lawrence Page"
Lawrence Page, Q.C.
President & Director, Southern Silver Exploration Corp.
For further information, please visit Southern Silver's website at southernsilverexploration.com or contact us at 604.641.2759 or by email at ir@mnxltd.com.
Neither 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.
This news release contains forward-looking statements. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Factors that could cause actual results to differ materially from those in forward looking statements include the timing and receipt of government and regulatory approvals, and continued availability of capital and financing and general economic, market or business conditions. Southern Silver Exploration Corp. does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.
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