October 23, 2019 – Vancouver, British Columbia: Arcus Development Group Inc. (TSX-V:ADG)(“Arcus”) announces that it has entered into a property purchase agreement dated October 22, 2019 (the “Agreement”) with Goldcorp Kaminak Ltd. (“Goldcorp Kaminak”), a subsidiary of Newmont Goldcorp Corporation (“Newmont Goldcorp”). Under the terms of the Agreement, Arcus has agreed to sell the Dan Man property to Goldcorp Kaminak (the “Transaction”). The Dan Man property is comprised of 413 quartz mining claims and is located in the White Gold District of Yukon Territory, immediately north and adjacent to the Goldcorp Kaminak Coffee gold project.
In consideration of the sale of its 100% interest in the Dan Man property, Arcus will receive the following from Goldcorp Kaminak: (i) the return of 14,400,000 Arcus shares originally sold to Newmont Goldcorp in October of 2016 as part of a structured financing; and (ii) a 1% net smelter return royalty interest in any future commercial production from the Dan Man property. Goldcorp Kaminak will have the right to purchase the royalty interest at any time after the closing of the Transaction for $1,000,000. The Agreement also contains customary representations, warranties and covenants for a transaction of this nature.
As a condition of the Transaction, Arcus and Newmont Goldcorp have agreed to terminate an investor rights agreement, dated October 24, 2016 (the “Rights Agreement”). The termination of the Rights Agreement relieves each of Arcus and Newmont Goldcorp of all future rights and obligations, including but not limited to, participation rights in future Arcus financings. The Rights Agreement originally formed part of the October 2016 structured financing.
The completion of the Transaction is subject to: (i) Arcus obtaining an exemption order from the British Columbia Securities Commission exempting Arcus from the issuer bid requirements contained in Part 2 of Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids (the “Exemption Order”) and (ii) the acceptance of the Transaction by the TSX-Venture Exchange (the “Exchange”). If Arcus is unable to obtain the Exemption Order and Exchange acceptance by December 30, 2019, Goldcorp Kaminak may terminate the Agreement.
Following the closing of the Transaction, the Arcus Yukon property portfolio will consist of the Touleary and the Shamrock properties, both located in the White Gold District.
Arcus has been advised that following the Transaction, Newmont Goldcorp will own no securities of Arcus. Prior to completion of the Transaction, Newmont Goldcorp holds approximately 18.9% of the issued and outstanding common shares of Arcus. A copy of the Early Warning report filed by Newmont Goldcorp in connection with the Transaction will be available on the Arcus SEDAR profile. Newmont Goldcorp's head office is located at 6363 South Fiddler’s Green Circle, Suite 800, Greenwood Village, Colorado, 80111.
On behalf of Arcus Development Group Inc.
“Ian J. Talbot”
Ian J. Talbot, President and 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.
CAUTIONARY NOTE: This news release includes certain "forward-looking statements". Other than statements of historical fact, all statements included in this release, including, without limitation, statements regarding future plans and objectives of Arcus Development Group Inc., are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Arcus Development Group Inc.’s expectations are the risks detailed herein and from time to time in the filings made by Arcus Development Group Inc. with securities regulators. Those filings can be found on the Internet at http://www.sedar.com.
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