Mr. Tom MacNeill of Eros
reports
EROS RESOURCES CORP. PROVIDES UPDATES ON BELL MOUNTAIN TRANSACTION WITH LINCOLN GOLD MINING
Eros Resources Corp. and Bell Mountain Exploration Corp. (BMEC), a wholly owned subsidiary of Eros, have provided updates on the continuing transaction with Lincoln Gold Mining Inc. (the buyer) and Lincoln Resource Group Corp., a wholly owned subsidiary of Lincoln Gold Mining, regarding the sale of assets comprising the Bell Mountain project, located in Churchill county, Nevada.
On November 9, 2023, the Company announced the agreement to sell all Bell Mountain project assets to Lincoln Gold Mining Inc. The agreement, which was subject to regulatory approvals, has progressed significantly since its inception.
Subsequently, on November 24, 2023, the TSX Venture Exchange (TSXV) conditionally approved the Transaction, marking a crucial step forward in the process.
Further developments in the transaction were highlighted with the issuance of subsequent amendments issued on January 8 and March 15, 2024.
January 8, 2024 - Key Amendments Summary:
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Conditions for issuing Additional Consideration Shares to the Seller by Lincoln have been clarified.
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The deadline for Closing has been extended to accommodate the ongoing transaction process.
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Clarifications regarding condition fulfillments by specific deadlines have been outlined, ensuring accountability and smooth progress.
March 15, 2024 - Key Amendments Summary:
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Extension of Closing Date: The deadline for Closing has been extended to May 31, 2024, providing additional time for the transaction's completion.
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Clarifications on Conditions: Specific conditions related to fulfillment by the deadline have been outlined, ensuring accountability and progress tracking.
The parties reaffirm their commitment to executing the Purchase Agreement seamlessly, incorporating the amended terms into the ongoing transaction process. Eros Resources Corp. remains steadfast in working closely with Lincoln Gold Mining Inc. and other stakeholders to finalize the Bell Mountain Transaction successfully.
Transaction Terms
Under the terms of the purchase agreement, Lincoln has agreed to issue to either BMEC or Eros, as directed by Eros, (a) 3,000,000 common shares in the capital of the Company ("Shares") on the closing date of the Transaction (the "Closing Date"), and (b) 1,500,000 Shares within five business days of the date on which Lincoln completes any issuance of Shares, the result of which is that there are at least 28,500,000 Shares issued and outstanding. Following the Closing Date, one of Eros or BMEC will be an insider of the Company.
Lincoln Resource Group Corp. will also grant to BMEC a net profits interest of 7.5% of the net returns from gold and silver produced or extracted from the Project up to a maximum amount of US$2,000,000. No finder's fees will be paid in connection with the Transaction.
The closing of the Transaction remains subject to the satisfaction of customary closing conditions for a transaction of such nature, including acceptance by the TSX Venture Exchange (the "Exchange"). The Transaction will be an arm's length transaction under Exchange policies.
About Bell Mountain Project
The Project is located in Churchill County, Nevada, approximately a three hour drive south-east from Reno. Bell Mountain has excellent access and is in a mining friendly county.
Lincoln is very familiar with the Project as it was part of Lincoln's group of projects several years ago, until it was optioned and sold to Eros. The Project is made up of 174 unpatented lode claims and is under the jurisdictions of the Bureau of Land Management and the State of Nevada. Bell Mountain is 100% controlled by Eros and has a gold and silver resource. The Project has all major permits in place to advance it through construction and into operations.
Bell Mountain is only a two hour drive from Lincoln's Pine Grove project, located in Lyon County, Nevada. The properties are close enough in distance so that one team of management, engineering, environmental, cultural, and administrative personnel could operate both properties and one recovery plant could handle both projects. Both projects are advanced-stage gold exploration projects with established resources and both projects have significant exploration potential. All these factors will help reduce overall capital and operating costs and will make for an exciting operating plan. For further details on Bell Mountain, please see the Company's website at
About Lincoln
Lincoln Gold Mining Inc. is an advanced-stage gold mine exploration and development company holding a 100% interest in the Pine Grove Gold Project, in the Walker Lane structural zone of western Nevada. The Company has prepared a preliminary economic assessment of the Pine Grove Gold Project pursuant to National Instrument 43-101 - Standards of Disclosure for Mineral Projects. Lincoln holds its interests in the US projects through its wholly owned subsidiaries,Lincoln Resource Group Corp. and Lincoln Gold US Corporation, both Nevada corporations.
About Eros
Eros Resources Corp. is a Canadian public company listed on the Toronto Venture Exchange. The Company's business objective is the identification, acquisition, and exploration of advanced-stage projects with a North American focus. In addition, the Company plans to make strategic investments with a global focus on a diverse commodity base. Eros management's expertise supports this strategy.
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