ArcWest Exploration Inc. Provides Update on its Earn-in Agreement with Sanatana Resources for the Oweegee Dome Porphyry Copper-Gold Project
Vancouver, April 21, 2022 - ArcWest Exploration Inc. (TSXV: AWX) ("ArcWest" or the "Company") is pleased to announce an update on its agreement (the "Earn-In Agreement") with Sanatana Resources Inc. ("Sanatana") (TSXV: STA) to explore ArcWest's Oweegee Dome porphyry copper-gold project in British Columbia's Golden Triangle (the "Oweegee Project"). As previously disclosed by ArcWest and pursuant to the Earn-In Agreement, Sanatana can earn an initial 60% interest (the "First Option") in the Oweegee Project by funding, over a four-year period, cumulative exploration expenditures of $6,600,000 and by making staged cash and share payments totaling $500,000 and 2,000,000 shares, respectively. Upon completion of the First Option and receipt of an initial interest notice from Sanatana, Sanatana will have a 60 day period to elect to earn an additional 20% interest in the Oweegee Project, for an aggregate 80% interest, or to form a joint venture with ArcWest.
Pursuant to the Earn-In Agreement, Sanatana was required to fulfill the following obligations (the "Year One Obligations") to keep the First Option in good standing:
- paying to ArcWest an aggregate of $50,000 by December 31, 2021 (of which $12,500 has been paid and a balance of $37,500 is subject to TSX Venture Exchange (the "Exchange") approval);
- issuing to ArcWest 300,000 common shares of Sanatana (the "Sanatana Shares") by December 31, 2021; and
- incurring not less than $600,000 in exploration expenditures on the Oweegee Project by November 31, 2021.
Other than the payment of $37,500 and the issuance of 300,000 Sanatana Shares to ArcWest, which remain subject to the approval of the Exchange, Sanatana has fulfilled the Year One Obligations. The payment of $37,500 from Sanatana to ArcWest and the issuance of Sanatana Shares to ArcWest are expected to be completed upon receipt of approval from the Exchange. ArcWest has waived the requirement for Sanatana to complete such obligations by December 31, 2021 provided that the cash payment and issuance of the Sanatana Shares are made promptly after Exchange approval.
The optioning of the Oweegee Project under the Earn-In Agreement constitutes a "reviewable disposition" under the policies of the Exchange and, as a result, the Earn-In Agreement is subject to the review and approval of the Exchange. The Exchange has conditionally approved the Earn-In Agreement subject to ArcWest satisfying the filing requirements of the Exchange outlined in Policy 5.3 of the TSXV Corporate Finance Policies.
Pursuant to a finder's agreement (the "Finder's Agreement") between the Corporation and Nathan Skubovius (the "Finder"), a finder's fee (the "Finder's Fee") equal to 4% of Sanatana's cash and share payments to ArcWest under the Earn-In Agreement is payable to the Finder. 50% of the Finder's Fee is payable in cash and 50% of the Finder's Fee is payable by the issuance of common shares of ArcWest (the "ArcWest Shares"). For the purposes of determining the number of ArcWest Shares issuable to the Finder in connection with the Earn-In Agreement, the issue price will be equal to the closing price of the ArcWest Shares on April [19], 2022 (the "Issue Price"). Accordingly, in connection with Sanatana's fulfilment of the Year One Obligations, the Finder: (A) will be issued that number of ArcWest Shares as is equal to (i) $50,000 multiplied by 2% divided by the Issue Price, and (ii) the aggregate issue price of the 300,000 Sanatana Shares issued to ArcWest multiplied by 2% divided by the Issue Price, and (B) will be paid a cash payment equal to (i) $50,000 multiplied by 2%, and (ii) the aggregate issue price of the 300,000 Sanatana Shares issued to ArcWest multiplied by 2%. The Finder's Agreement and the cash and share payments due to the Finder are subject to approval by the Exchange.
For further information please contact: Tyler Ruks, President and CEO at +1 (604) 638 3695.
About ArcWest Exploration Inc.
ArcWest Exploration is a project generator focused on porphyry copper-gold exploration opportunities throughout western North America. The company is in possession of eight 100% owned copper-gold projects throughout BC's premier porphyry copper-gold districts. These include ArcWest's Todd Creek and Oweegee Dome projects, which are two of the largest and most prospective land positions for copper-gold exploration in BC's prolific Golden Triangle. Oweegee Dome neighbours Seabridge Gold's supergiant KSM-Iron Cap-Snowfield porphyry copper-gold deposit and Todd Creek neighbours Pretium's Brucejack mine property. Newcrest Mining recently completed the acquisition of Pretium and its high grade Brucejack gold-silver mine in a transaction valued at $3.5 billion. Three ArcWest projects are currently being advanced by partners through earn-in and joint venture agreements; multiple ArcWest copper-gold projects are scheduled to undergo partner funded drill testing in 2022. By conducting partner funded exploration on multiple exploration projects simultaneously, ArcWest's chances of discovery are enhanced while exposing shareholders to minimal dilution. The company is managed by an experienced technical team with a track record of discovery and a reputation for attracting well-funded senior partners, including Freeport McMoRan, Robert Friedland group companies, ITOCHU, Antofagasta and Teck.
This news release contains statements about ArcWest's expectations and are forward-looking in nature. As a result, they are subject to certain risks and uncertainties. Although ArcWest believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them as actual results may differ materially from the forward-looking statements. The forward-looking statements contained in this news release are made as of the date hereof, and ArcWest undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law.
