A.I.S. Resources Limited (TSX: AIS, OTCQB: AISSF) (the "Company" or
"AIS) announces that it has entered into an Option Agreement (the
“
Agreement”) with Spey Resources Corp.
(“
Spey”) dated June 23, 2021 to grant Spey an
Option (the “
Option”) to acquire a 100% interest
in the Pocitos I and Pocitos II claims (the
“
Property”) located in Salta, Argentina.
AIS also announces a non-brokered private
placement of up to 10,000,000 units ("Units") at a
price of $0.08 per unit for gross proceeds of $800,000 (the
"Private Placement"). The proceeds will be used
for general working capital and exploration of the Company’s gold
projects in Australia.
Each Unit consists of one common share and one
transferrable share purchase warrant. Each warrant will entitle the
holder thereof to purchase one additional common share for a period
of 24 months from the closing date of the offering at a price of
$0.12 per common share. The Company may pay finders fees of up to
8% cash and 8% finders warrants on a portion of the placement.
Pocitos I and IIThe project is
located approximately 10 km from the township of Pocitos where
there is gas, electricity and telephone internet services. Pocitos
I is 800 Ha and Pocitos II 532 Ha, both of which are accessible by
road. AIS Resources has spent more than USD$1.5M exploring the
project, including surface sampling, trenching, TEM geophysics and
drilling two 400m holes, which had outstanding results. To date,
Pocitos II has yet to be drilled and the locations have been
identified for holes 3 and 4.
Fig 1. Pocitos I and II located in the Quinos
Salar, Salta Province in the lithium triangle in
Argentinahttps://www.globenewswire.com/NewsRoom/AttachmentNg/7f009af4-b179-4310-8122-3b30d23b4719
AIS did not pursue the property in 2018 due to
the high magnesium content of the brines and the fact that the
fractional crystallisation/ion exchange process could not process
it, however, the Ekosolve™ lithium extraction process will help
alleviate the magnesium situation. Lithium values of up to 125 ppm
were recorded and the flow rate of the hole exceeded 75,000 Litres
per minute and continued for more than 5 hours. Both drill holes
had exceptional brine flow rates. Spey’s plan is to sample the
current drill holes and drill a further two holes to estimate a NI
43-101 resource calculation and progress discussions to build a
production pilot plant.
Pursuant to an option agreement, AIS has an
option (the “Underlying Option”) to acquire the
Property from the current owners. Upon the exercise of the
Underlying Option by AIS, Spey will be able to exercise the Option
and acquire a 100% interest in the Property from AIS by paying a
total of US$1,732,000 (the “Purchase Price”) prior
to June 23, 2022.
In order to maintain the Option in good standing
under the Agreement, Spey must immediately pay AIS a total of
US$100,000 and issue 2,500,000 Spey common shares. In addition,
Spey must complete a US$500,000 exploration program on the Property
within the next 12 months. Upon exercise of the Option and Spey’s
acquisition of a 100% interest in the Property, AIS will retain a
7.5% royalty on the sales revenue of lithium carbonate or other
lithium compounds from the Property, net of export taxes.
CEO and director Nader Vatanchi stated, “Working
with AIS and their team in Argentina has been very productive and
we are fortunate that they have access to these projects to expand
our lithium portfolio. Spey is still focused on moving our
Incahuasi exploration program forward and aims to drill this summer
now that we have the results from our TEM geophysics. Our new
properties announced today, Pocitos I and II, are at an advanced
stage and we look forward to drilling and completing a NI 43-101
report so that we can begin planning for potential production.”
Martyn Element chairman of AIS stated, “We are
delighted to see our solid working relationship between AIS
Resources and Spey Resources develop to include the Pocitos 1 &
2 properties which are at an advanced stage of exploration.
Importantly the proprietary Ekosolve™ lithium extraction process
helps alleviate the magnesium extraction problem which is the key
to bringing lithium value to Pocitos 1 & 2.”
Private PlacementClosing of the
Private Placement is subject to acceptance by the TSX Venture
Exchange. All securities issued in connection with the Private
Placement will be subject to a four-month hold period from the
closing date under applicable Canadian securities laws.
Certain directors and officers may participate
in the Private Placement. Such participation is considered a
related party transaction within the meaning of Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The
related party transaction will be exempt from minority approval,
information circular and formal valuation requirements pursuant to
the exemptions contained in Sections 5.5(a) and 5.7(1)(a) of MI
61-101, as neither the fair market value of the gross securities to
be issued under the Private Placement nor the consideration to be
paid by the insiders will exceed 25% of the Company's market
capitalization. A material change report will be filed less than 21
days before the closing date of the transactions contemplated by
this news release. The Company believes this shorter period is
reasonable and necessary in the circumstances.
The Private Placement securities have not been
and will not be registered under the U.S. Securities Act of 1933,
as amended (the "1933 Act"), or under any state securities laws,
and may not be offered or sold, directly or indirectly, or
delivered within the United States or to, or for the account or
benefit of, U.S. persons (as defined in Regulation S under the 1933
Act) absent registration or an applicable exemption from the
registration requirements. This news release does not constitute an
offer to sell or a solicitation to buy such securities in the
United States.
Technical information in this news release has
been reviewed and approved by Phillip Thomas, BSc Geol FAusIMM MAIG
MAIMVA(CMV) who is a Qualified Person under the definitions
established by the National Instrument 43-101.
About A.I.S. Resources
LimitedA.I.S. Resources Limited is a publicly traded
investment issuer listed on the TSX Venture Exchange focused on
precious and base metals exploration. AIS’ value add strategy is to
acquire prospective exploration projects and enhance their value by
better defining the mineral resource with a view to attracting
joint venture partners and enhancing the value of our portfolio.
The Company is managed by a team of experienced geologists and
investment bankers, with a track-record of successful capital
markets achievements. AIS owns 100% of the 28 sq km
Fosterville-Toolleen Gold Project located 12 km from Kirkland
Lake’s Fosterville gold mine (subject to completion of certain
exploration expenditures), a 60% interest in the 58 sq km New South
Wales Yalgogrin Gold Project (with the right to acquire 100%), and
100% interest in the 167 sq km Kingston Gold Project in Victoria
Australia near Stawell.
A.I.S. Resources LimitedFor further
information, please contact:Phillip Thomas, Chief Executive Officer
Tel:
+1-323-515-5164 Email: pthomas@aisresources.com OrMartyn Element,
Executive Chairman Tel: +1-604-220-6266Email:
melement@aisresources.com Website: www.aisresources.com
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
ADVISORY: This press release
contains forward-looking statements. More particularly, this press
release contains statements concerning the anticipated use of the
proceeds of the Private Placement. Although the Corporation
believes that the expectations reflected in these forward-looking
statements are reasonable, undue reliance should not be placed on
them because the Corporation can give no assurance that they will
prove to be correct. Since forward-looking statements address
future events and conditions, by their very nature they involve
inherent risks and uncertainties. The intended use of the proceeds
of the Private Placement by the Corporation might change if the
board of directors of the Corporation determines that it would be
in the best interests of the Corporation to deploy the proceeds for
some other purpose. The forward-looking statements contained in
this press release are made as of the date hereof and the
Corporation undertakes no obligations to update publicly or revise
any forward-looking statements or information, whether as a result
of new information, future events or otherwise, unless so required
by applicable securities laws. Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
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