Mr. David Tafel reports
CENTURION PROVIDES PROJECT REVIEW AND 2023 PLANS; ANNOUNCES PRIVATE PLACEMENT
Centurion Minerals Ltd. has summarized its 2022 achievements, and provided an overview of its Canadian gold exploration project, 2023 plans and objectives, as follows:
- Casa Berardi West gold project acquisition: proceeding with its original focus of acquiring and advancing gold exploration projects, the company executed an option agreement in August, 2022, to acquire a 100-per-cent interest in the Casa Berardi West gold project. The project consists of three claim groups (Noseworthy, Newman and Hepburn) comprising a total of 4,700 hectares, strategically located northeast of Cochrane, Ont., Canada, in the mineral-endowed central-north Abitibi greenstone belt:
- A National Instrument 43-101 technical report outlining the project's historical activities has been completed and can be found on the company's website.
- Historical exploration includes more than 70 RC (reverse circulation) drill holes returning encouraging results that include 18 samples greater than 1,000 parts per billion (ppb) (one gram per tonne (g/t)) gold and the highest returning 38,000 ppb (38 g/t) gold;
- Situated along structural corridors hosting world-class discoveries, operating mines and significant past-producing operations;
- Located near historical production from Normetal mines, as well as currently active Amex Exploration Inc., which is undertaking one of the largest drilling programs in Canada on its Perron project;
- Numerous iron formations and shear zones proximal to a late granitic pluton has gold deposit analogies to the Musselwhite gold mine in Northern Ontario; and
- Excellent access and infrastructure.
- Next steps 2023: Immediate exploration efforts will be focused on the following:
- Compilation of all historical data;
- Ground geophysics (induced polarization) over priority targets; and
- An initial drill program covering identified targets.
- Resumption of trading: following preparation of a detailed financial business plan and extensive dialogue with the TSX Venture Exchange, a resumption of trading was granted in September, 2022. This followed an extended trading halt related to the cannabis spin-out transaction discussed below. This has created a unique opportunity for shareholders and new investors to be exposed to the potential exploration upside of the Casa Berardi West gold project.
- Balance sheet restructuring: in December, 2022, the company received TSX-V approval for a financial restructuring plan that resulted in a reduction of current liabilities by $732,468 through the issuance of equity at a 150-per-cent premium to the closing share price (at the time of approval). Additionally, the company executed agreements with a number of creditors to convert a further $888,559 in payables into 24-month long-term loans, permitting the company to focus invested capital on value-creating efforts, specifically, the recommended exploration program for the Casa Berardi West gold project.
- Cannabis spinout: in August, 2022, the company completed a transaction involving the transfer of all cannabis assets and select liabilities to a 100-per-cent-owned subsidiary -- 1364565 B.C. Ltd. (SpinCo), and subsequently distributed SpinCo's shares to Centurion shareholders. As a result of the transaction, Centurion shareholders retain their shares in the company and have also become shareholders of SpinCo on a one-for-one basis.
- Next steps 2023: SpinCo and Hai Beverage intend to complete a business amalgamation in short order, following Hai shareholder approval which was received on Jan. 13, 2023. SpinCo and Hai management are jointly implementing a business plan strategy focused initially on commercializing Hai's unique dry water-soluble cannabis technology as related to single-serve powdered drink offerings. Subject to successful implementation of its business strategy, which includes revenue generation, a follow-on objective would be to bring the business public with the goal of providing added value and liquidity for all shareholders.
The company intends to arrange a non-brokered private placement financing for up to $750,000 priced at two cents per unit. Each unit will consist of one common share and one-half share purchase warrant. Each full warrant shall have a term of 24 months commencing on the closing date, and shall entitle the holder to purchase one common share at a price of five cents during the first year and 10 cents during the second year.
A minimum of 25 per cent of the proceeds from the financing shall be used for property payments and furthering exploration activities on the project, and 15 per cent for non-arm's-length payments. The balance shall be used for working capital and general corporate activities. Closing will be subject to TSX-V approval, and any shares issued will be subject to a four-month hold period.
Mike Kilbourne, PGeo, an independent qualified person as defined in National Instrument 43-101, has reviewed and approved the technical contents of this news release on behalf of the company.
About Centurion Minerals Ltd.
Centurion Minerals is a Canadian-based company with a focus on mineral asset exploration and development in the Americas. Centurion has executed an option agreement enabling it to earn a 100-per-cent interest in the Casa Berardi West gold project, which is located in the prolific gold-producing greenstone belt of the central Abitibi subprovince of Northeastern Ontario. The agreement has received conditional exchange approval.
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