Feb 24 2011
Infinito Gold Ltd. and Guyana Frontier Mining Corp. have closed the definitive purchase and sale agreement pursuant to the definitive purchase and sale agreement executed on December 22, 2010, and disclosed in the Company's news release dated December 22, 2010.
Under the terms of the Agreement the Purchaser has acquired 100% of the issued and outstanding common shares of Infinito's subsidiaries in Guyana and Aruba which hold the Marudi Mountain and Paint Mountain, and Potaro mineral concessions.
Total consideration is US$500,000 in cash and the issuance of 1,600,000 common shares of the Purchaser to the Company. On August 17, 2010, the Purchaser paid US$100,000 to the Company (the "Deposit Payment"), and upon closing the Purchaser has paid to the Company the US$400,000 balance and issued 1,600,000 shares.
The Company has been granted a 2% Net Smelter Returns ("NSR") royalty on all future mineral production from the Marudi Mountain Project to a maximum of US$3,000,000. The Company has also received from the Purchaser a 2% NSR royalty for all future mineral production from the Potaro Project, to a maximum of US$2,000,000.
Under the terms of the Agreement Infinito has transferred to the Purchaser a 100% right, title and interest in and to the holding companies, free and clear of all encumbrances (except permitted encumbrances) and the interests of others. Furthermore, Infinito will retain no interest in or liability, including reclamation liability, associated with the holding companies other than the NSR royalties.
Source: Infinito Gold Ltd.