Mr. Bonn Smith reports
GOLDHAVEN ANNOUNCES CLOSING THE ACQUISITION OF BOA GOLD CORP. AND ITS PROJECT PORTFOLIO IN BRAZIL
Goldhaven Resources Corp., further to its news releases dated Dec. 16, 2024, has completed its acquisition of Boa Gold Corp., which holds a 100-per-cent ownership interest of four key projects in Brazil (Copecal, Bahia North, Bahia South and Iguatu), pursuant to the amalgamation agreement dated Dec. 16, 2024, among Goldhaven, Boa Gold and 1516478 B.C. Ltd. (Subco).
"We are thrilled to announce the successful acquisition of Boa Gold and its four highly prospective properties in Brazil, including Copecal, which features a six-kilometre gold strike anomaly and two predefined drill targets," stated Bonn Smith, chief executive officer of Goldhaven. "Copecal presents exceptional potential and we are eager to initiate a drill program in the coming months, aimed at unlocking value for our shareholders. This acquisition not only strengthens our position in the gold and critical minerals sector but also lays the foundation for
substantial
growth in the years to come."
Overview of Boa Gold's Brazilian projects
Goldhaven has acquired a 100-per-cent ownership of four key projects in Brazil -- Copecal, Bahia North, Bahia South and Iguatu. The Copecal gold project is a 100-per-cent-owned drill-ready property in the
Juruena gold province in Brazil. This project is the primary acquired asset and will be the subject of immediate follow-up in the field with surface and drill programs expected in Q2 (second quarter) and Q3 (third quarter) of 2025.
Copecal gold project -- highlights:
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Strategic ground positioning covering 3,681 hectares;
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Located within the Juruena gold province, a top-ranked belt in Brazil;
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The claims are in a similar region and geology as Altamira Gold's significant discoveries;
- 60 kilometres from Alta Floresta, a 50,000-population centre with daily commercial flights from Mato Grosso state capital, Cuiaba;
- Excellent infrastructure (water, road access and energy);
- 100-per-cent-owned drill-ready project;
- Local, experienced and successful operations team in Brazil.
Copecal gold project -- geology:
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Located in the Juruena belt, an extensive emerging magmatic arc domain comprising fertile high-potassium calc alkaline plutonic and felsic volcanic rocks;
- Gold first discovered in the belt in the 1980s;
- Historical gold production is largely informal and artisanal from surficial deposits;
- Potential for IRG-style gold (intrusive related gold), porphyry-style copper-gold, epithermal gold and orogenic gold;
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Estimated $1-million (U.S.) exploration spent by previous operator.
Previous work included:
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Geological and structural mapping;
- Stream sediment sampling generated anomalous basin;
- Follow-up soil sampling generated extensive (six-kilometre strike) gold (plus arsenic) anomaly;
- IP (induced polarization) and magnetic orientation surveys;
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Shallow auger (49 holes) and air core (six holes) drilling confirmed in situ bedrock source for gold-in-soil anomaly.
Drill ready:
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Peak gold-in-soil and arsenic-in-soil anomalies coincide with fold hinges in mapped schist unit;
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Two priority targets (east and west) defined and ready for deeper drilling.
Boa Gold's additional three critical mineral projects:
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Extensive tenement package across three projects spanning 123,900 hectares: Bahia South, Bahia North and Iguatu;
- Regional neighbours include: Rio Tinto, Foxfire Metals, Mars Mines, Altamira Gold and Oceana Lithium;
- Geological suite favourable for hosting multielement critical minerals.
Brazil is a premier mining jurisdiction:
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Accounts for more than 30 per cent of global iron ore production;
- Major exporter: leading exporter of lithium, tin and manganese with substantial reserves of gold, nickel, bauxite and niobium;
- Pro-mining culture: attracts significant foreign investment in the mining industry;
- No governmental ownership mandate: mining projects not mandated to be government owned;
- Honouring agreements: strong record of honouring mining agreements;
- Economic impact: mining sector is a top-three contributor to the 10th largest economy in the world.
Summary of the transaction: Goldhaven acquires Boa Gold
Pursuant to the amalgamation agreement, on Jan. 13, 2025 (the closing date), Goldhaven acquired all of the issued and outstanding common shares of Boa Gold by way of a three-cornered amalgamation, whereby Subco (a wholly owned subsidiary of Goldhaven formed for the purposes of the transaction) and Boa Gold amalgamated pursuant to the provisions of the Business Corporations Act (British Columbia) to form Boa Brazil Development Corp., a wholly owned subsidiary of the company. On closing of the transaction, all of the issued and outstanding Boa shares were cancelled and, in consideration for such Boa shares, the holders of Boa shares received an aggregate of 5,759,957 units of the company, on the basis of two Boa shares for one unit. Each unit consists of one common share in the capital of Goldhaven and one common share purchase warrant, with each unit warrant exercisable to purchase one common share of Goldhaven at a price of 25 cents per unit warrant share until Jan. 13, 2027.
The unit shares, unit warrants and any unit warrant shares issued upon exercise of unit warrants are subject to voluntary contractual restrictions on transfer for a period of six months. Fifty per cent of the unit shares will be released four months from the closing date and 50 per cent will be released six months from the closing date. Twenty-five per cent of the unit warrants were released on the closing date and an additional 25 per cent will be released on each of the first three monthly anniversaries of the closing date. any unit warrant shares issuable upon exercise of unit warrants will be subject to the same restrictions as the unit warrants.
About Goldhaven Resources Corp.
Goldhaven Resources is a Canadian junior exploration company focused on acquiring and exploring highly prospective land packages in North America and South America. The company's projects include the flagship Magno project, a district-scale polymetallic property adjacent to the historic Cassiar mining district in British Columbia. The Three Guardsman project exhibits significant potential for copper and gold-skarn mineralization. The Copecal gold project is a drill-ready gold project located in Mato Grosso, Brazil, with a six-kilometre strike of anomalous gold-in-soil samples. Three critical mineral projects with extensive tenement packages total 123,900 hectares: Bahia South, Bahia North and Iguatu projects, located in Brazil.
The scientific and technical information disclosed in this news release has been reviewed and approved by Jonathan Victor Hill, BSc (honours), FAusIMM, a qualified person consistent with National Instrument 43-101, Standards of Disclosure for Mineral Projects.
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