May 27 2020
Trigon Metals Inc. reports that it has signed a share purchase agreement, or Definitive Agreement, dated May 25th, 2020, to obtain a 100% equity interest (Transaction) in Technomine Africa S.A.R.L., a Moroccan company, from Technomine’s shareholders.
Technomine possesses a 100% interest in the Silver Hill Project in Morocco.
The conditions of the non-binding Memorandum of Understanding (MOU) to secure the project were announced on November 19th, 2019. The Silver Hill Transaction forms part of the Trigon’s sustained focus to strategically secure and develop copper properties in desirable African mining jurisdictions.
In a world recovering from COVID, the acquisition of the Silver Hill property has added importance. The value of silver as a precious metal and store of value cannot be over emphasized in the face of government stimulus around the world.
Jed Richardson, President and CEO, Trigon Metals
Richardson continued, “That said, we are in the midst of a structural shift that should see the world seeking to diversify its supply chains from reliance on China for manufacturing, and copper should see extraordinary demand when the world economy emerges on the other side of this crisis.”
Silver Hill Project Overview
The focus of the Transaction is around the Silver Hill Project, which is a 16 km2 property in Morocco’s Anti-Atlas region. This area is already home to most of the silver mines (Imiter, Zgounder) of Africa.
Surface exploration exposed high-grade silver and copper mineralization spread over an extensive surface area. Slags from ancient workings denote historical large-scale silver mining.
Morocco is a desirable region for mining, with a well-established industry generating at a rate of around 40 million tons of minerals annually. The country hosts a friendly business environment with a powerful mining history but limited systematic advanced exploration.
Response to COVID-19 in Morocco
Trigon does not predict any delays in starting its exploration program at Silver Hill due to COVID-19. The local group is prepared to initiate work on the project once countrywide lockdown efforts limiting outings and non-essential gatherings are lifted on June 10th, 2020. Morocco has been complying with the suggestions of the World Health Organization to decrease the virus spread.
Terms of the Transaction
Under the conditions of the Definitive Agreement, Trigon will obtain a 100% equity interest in Technomine. Technomine possesses 100% rights to the Silver Hill Project. As share consideration, Trigon must pay Technomine’s shareholders CAD$500,000 in cash and offer 6,000,000 general shares once the Transaction is closed (the First Payment).
During the first anniversary of the Transaction closure, Trigon must pay Technomine’s shareholders CAD$400,000, and offer Trigon common shares equivalent to CAD$250,000 (the “Second Payment”).
Once an autonomous National Instrument 43-101 compliant mineral resource estimate is completed at the Project showing a minimum of 100,000 tons of contained copper and/or equivalent, Trigon must offer shares equivalent to CAD$1,250,000 to Technomine’s shareholders.
Moreover, Trigon must pay in cash a finder’s fee of 5% of the cash and share consideration offered to Technomine’s shareholders according to the First Payment and the Second Payment to Majilias Inc. (the Finder), an arm’s length person. As reported above, the finder’s fee shall be paid simultaneously with the payments to Technomine’s shareholders.
The Transaction is contingent on standard closing conditions, such as the approval of the TSX venture exchange. All parties to the transaction function at arm’s length from each other.