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Latin Metals Inc
Symbol LMS
Shares Issued 84,201,284
Close 2024-10-03 C$ 0.075
Market Cap C$ 6,315,096
Recent Sedar Documents

Latin Metals options Esperanza, Huachi to Moxico

2024-10-08 16:07 ET - News Release

Mr. Keith Henderson reports

LATIN METALS AND MOXICO RESOURCES ENTER INTO OPTION REGARDING THE ESPERANZA AND HUACHI PROJECTS, SAN JUAN PROVINCE, ARGENTINA

Latin Metals Inc. has entered into a binding letter agreement with Atlantic Metals Ltd., a wholly owned subsidiary of Moxico Resources PLC, a private copper mining company with producing and development assets in Zambia and the Kingdom of Saudi Arabia, made as of Oct. 7, 2024. Under the terms of the letter agreement, Latin Metals granted to Moxico the option to earn a 75-per-cent interest in the company's Esperanza and Huachi copper exploration projects located in San Juan province, Argentina. To exercise the option, Moxico must:

  • Make staged cash payments to Latin Metals in the aggregate amount of $2,775,000 (U.S.);
  • Assume the outstanding cash payment earn-in obligations of Latin Metals to the underlying owners of the projects in the aggregate amount of $4,633,000 (U.S.);
  • Assume the $1-million (U.S.) work expenditure commitments at the Huachi project;
  • Complete at least in the aggregate amount of 65,000 metres of drilling on the projects;
  • Deliver independent National Instrument 43-101-compliant technical reports to Latin Metals on the projects setting out a initial mineral resource estimate, preliminary economic assessment and a bankable feasibility study, respectively.

Upon the exercise of the option, Moxico shall have a top-up right whereby Moxico can elect within 60 days of the option exercise date to purchase the remaining 25-per-cent interest in the projects held by Latin Metals (for an aggregate 100-per-cent interest in the projects) by completing a cash payment to Latin Metals equal to the greater of (i) $10-million (U.S.) or (ii) an amount equal to two U.S. cents per pound multiplied by the quantity (in pounds) of copper equivalent in the measured and indicated resource categories. If the top-up right is exercised, Latin Metals' interest in the projects shall be converted to a 2-per-cent net smelter returns (NSR) royalty.

"Quality of option partners is a key ingredient in the success of any company operating with a prospect generator model and we are happy to have reached an agreement with Moxico, which has strong financial and technical capabilities," said Keith Henderson, president and chief executive officer of Latin Metals. "The Esperanza project has seen 8,500 m of drilling, with Latin Metals' best drill hole intersection returning 387 m grading 0.57 per cent copper and 0.27 g/t gold from surface, including 166 m grading 0.84 per cent copper and 0.37 g/t gold from surface. We look forward to seeing results from the exploration to be completed by Moxico." Alan Davies, Moxico's CEO, stated: "We are very pleased to conclude this agreement with Latin Metals and have the option of developing the highly prospective Esperanza and Huachi properties. We look forward to positively working with the local communities, authorities and contractors to accelerate the work program."

Provided the option shall not have been terminated, the parties agree to negotiate in good faith toward the execution of a definitive earn-in and purchase option agreement within 60 days of the first anniversary of the effective date. Other than the items noted as being firm commitments in the attached tables, Moxico shall be under no obligation to fulfill any of the payment obligations or work commitments, which shall be at the sole option and discretion of Moxico.

Upon the fulfilment of the payment obligations and work commitments set forth above, and the delivery by Moxico to Latin Metals of a notice of exercise of the option and subject to the exercise of the top-up right, Moxico and Latin Metals will be deemed to have formed a joint venture for the continued exploration, development and, if warranted, commercialization of the projects, in respect of which the initial participating interests of the parties will be, Moxico as to 75 per cent and Latin Metals as to 25 per cent.

If and when the parties form the joint venture, the provisions of the agreement governing the joint venture will be negotiated and settled by the parties and will provide, among other things, that if the participating interest of either party falls below 10 per cent, the interest of such party shall be converted to a 1-per-cent NSR royalty (according to royalty terms to be agreed upon between the parties). In addition, if at any time while Latin Metals holds a 10 per cent or greater participating interest, it shall have the option, exercisable at its discretion by providing notice to the operator of the joint venture, to require the joint venture to repurchase or redeem its participating interest without consideration, and grant Latin Metals a 2-per-cent NSR royalty payable on all minerals, metals and ores mined or removed from the projects (according to royalty terms to be agreed upon between the parties).

About the projects

Esperanza is a copper-gold porphyry exploration project where a copper-gold porphyry system has been partially defined by drilling and where a pyrite halo is exposed at surface over an area of 1,400 m times 850 m. Drill hole 18-ESP-025 (see news release May 8, 2018), completed by Latin Metals, returned 387 m grading 0.57 per cent copper and 0.27 g/t gold from surface, including 166 m grading 0.84 per cent copper and 0.37 g/t gold from surface (true width unknown). Mineralization is open in all directions with an interpreted vector to the west toward the Huachi property. Latin Metals has options to acquire 100-per-cent interests in the Esperanza and Huachi properties and the projects are currently subject to underlying option agreements, as amended.

Marketing

The company also announces that it has entered into an advertising contract with TAStocks, under the terms of which TA will provide publishing and advertising services, including social media engagement through X and YouTube. The initial term of the agreement is 120 days, starting on Oct. 9, 2024, and may be renewed with the mutual written agreement of TA and the company. During the initial term, TA's parent company, Arrow Park Capital Corp., will be paid $15,000 plus applicable taxes for the services provided. To the company's knowledge, TA does not have any direct interest in the company or its securities.

About Latin Metals Inc.

Latin Metals is a mineral exploration company acquiring a diversified portfolio of assets in South America. The company operates with a prospect generator model focusing on the acquisition of prospective exploration properties at minimum cost, completing initial evaluation through cost-effective exploration to establish drill targets, and ultimately securing joint venture partners to finance drilling and advanced exploration. Shareholders gain exposure to the upside of a significant discovery without the dilution associated with financing the highest-risk drill-based exploration.

We seek Safe Harbor.

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