Alamos Gold Inc. (
TSX:AGI;
NYSE:AGI) (“Alamos” or the “Company”) is pleased to
announce that it has entered into a definitive agreement (the
“Agreement”) pursuant to which Alamos will acquire all of the
issued and outstanding shares of Orford Mining Corporation
(TSXV:ORM) (“Orford”) by way of a court-approved plan of
arrangement (the “Transaction”). The acquisition will consolidate
Alamos’ existing ownership of Orford shares through which the
Company will add the highly prospective Qiqavik Gold Project,
located in Quebec, Canada. Alamos will also be acquiring interests
in several exploration stage critical mineral and gold projects in
Quebec, including West Raglan, the Joutel Properties, and Nunavik
Lithium.
Under the terms of the Agreement, Orford
shareholders will receive 0.005588 of an Alamos common share for
each Orford share. This represents a value of C$0.10 per Orford
share, based on the 20-day volume weighted average trading price of
Alamos’ shares on the Toronto Stock Exchange immediately preceding
January 15, 2024. Alamos currently owns 61,660,902 Orford shares,
representing approximately 27.5% of Orford’s basic common shares
outstanding. Excluding Alamos’ existing ownership of Orford, Alamos
expects to issue approximately 0.9 million shares for total
consideration of C$16 million.
“Our acquisition of Orford is consistent with
our strategy of building out a pipeline of high-quality, long-term
projects, in good jurisdictions, to complement our near-term
organic growth projects in Canada. Qiqavik fits that strategy
perfectly as an attractive early-stage gold project, located in one
of top mining jurisdictions in the world. We see excellent
long-term potential within the underexplored Qiqavik district and
look forward to building off Orford’s success with a larger and
sustained exploration program,” said John A. McCluskey, President
and Chief Executive Officer.
Qiqavik Gold Project
The 100% owned Qiqavik Gold Project is a camp
scale property covering 438 square kilometres (“km2) in the Cape
Smith Belt in Nunavik, Quebec. The Qiqavik Property covers the 40
km long Qiqavik Break, a major crustal-scale structure controlling
gold mineralization on the belt. Early-stage exploration completed
to date indicates that high-grade gold occurrences are controlled
by structural splays off the Qiqavik Break, which extends along
strike over the 40 km length of the project.
Orford commenced exploration on the project in
2016, and since that time has identified over 40 highly prospective
targets across the previously underexplored property through
mapping, prospecting, till sampling, geophysics, and limited
drilling.
These targets include several high-grade boulder
and gold grain-in-till trends, as well as outcrop gold showings
across the property. In addition, a significant 4 km wide by 3 km
long gold geochemical dispersal train has been identified in till
down-ice (NE) from a segment of the Qiqavik break, or a related
secondary structure, in the central portion of the Qiqavik project
area which has not yet been drill tested.
The Cape Smith Belt is Paleoproterozoic (1.8-1.9
billion years in age), which is consistent with, and has undergone
similar geological/tectonic evolution as other significant gold
belts globally including the Trans-Hudson in Canada, the Ashanti
Gold Fields in West Africa, the Tapajos-Parima Belt in Brazil, and
the Tanami Region in Australia.
As supported by the exploration completed to
date, and given the scale of the property, Qiqavik has the
potential for multiple significant new greenfield discoveries.
West Raglan
The West Raglan Property is currently under an
Option agreement with Wyloo Metals Pty. Ltd., whereby Wyloo can
earn up to up to 80% of the West Raglan Project for total
expenditures of C$25 million over seven years. In 2023, Wyloo
satisfied the first earn-in milestone and acquired 51% ownership
interest in the West Raglan Project and has provided notification
that it intends on earning-in an additional 19% to take its
interest to 70%.
The West Raglan property is a large 646 km2
property situated in the Cape Smith Belt in the Nunavik Region of
Northern Quebec. West Raglan Ni, Cu, PGE, Co mineralization is
hosted in the ultramafic units of the Lac Esker Suite (1.89-1.87
Ga). These ultramafic units host all known nickel sulphide
mineralization in the Cape Smith Belt, including Glencore's Raglan
mine (North Trend) and Canadian Royalties’ Nunavik Nickel mine
(South Trend). The West Raglan property covers a 50-km strike of
both the "North" trend, that hosts Raglan- style deposits, and the
"South" Trend, that hosts Canadian Royalties-style deposits.
Joutel Properties, Abitibi
Quebec
Joutel Eagle is located along the historical
Eagle-Telbel Mine Trend in the Abitibi Greenstone belt. Orford can
earn 100% interest in the 50 km2 Joutel Eagle Property through an
option agreement from Globex Mining Enterprises Inc. The Joutel
Eagle Property is an advanced exploration stage gold property with
approximately 20,000 metres (“m”) of historic drilling and 3,253 m
of current drilling completed by Orford in 2022 and 2023 that has
identified multiple gold zones. The property is adjacent to Agnico
Eagle’s past producing Eagle-Telbel operation which produced in
excess of 1.1 million ounces of gold. The Joutel Eagle Property
covers 11 km of strike length of the Casa Berardi structural zone
south splay which is associated with several gold deposits.
Nunavik Lithium
The 100% owned Nunavik Lithium properties are
comprised of 598 km2 of claims in the Cape Smith area of the
Nunavik Region in northern Quebec. Following the acquisition of the
claims in 2023, Lithium-Cesium-Tantalum (“LCT”) bearing pegmatites
were discovered on three projects through the initial exploration
program. An additional 12 new exploration targets for LCT
pegmatites were subsequently identified during the 2023 field
program based on till geochemical results. These results also
generated two potential exploration targets within the properties
for gold.
Prior to the execution of the Arrangement
Agreement, Alamos owned 61,660,902 common shares and 6,260,075
common share purchase warrants of Orford, representing a
securityholding percentage of approximately 29.46% on a partially
diluted basis. Following the closing of the Transaction, Alamos
will own all of the common shares of Orford.
This news release is being issued under the
early warning reporting provisions of applicable securities laws.
An early warning report with additional information in respect of
the foregoing matters will be filed and made available under the
SEDAR+ profile of Orford at www.sedarplus.ca. To obtain a copy of
the early warning report, you may also contact Nils F. Engelstad,
Senior Vice President, General Counsel of Alamos Gold Inc. at (416)
368-9932 ext. 5407. Alamos’ address is Brookfield Place, 181 Bay
Street, Suite 3910, Toronto, Ontario, Canada, M5J 2T3.
Qualified Persons
Chris Bostwick, FAusIMM, Alamos Gold’s Senior
Vice President, Technical Services, has reviewed and approved the
scientific and technical information contained in this news
release. Chris Bostwick is a Qualified Person within the meaning of
Canadian Securities Administrator’s National Instrument 43-101.
About Alamos
Alamos is a Canadian-based intermediate gold
producer with diversified production from three operating mines in
North America. This includes the Young-Davidson and Island Gold
mines in northern Ontario, Canada and the Mulatos mine in Sonora
State, Mexico. Additionally, the Company has a strong portfolio of
growth projects, including the Phase 3+ Expansion at Island Gold,
and the Lynn Lake project in Manitoba, Canada. Alamos employs more
than 1,900 people and is committed to the highest standards of
sustainable development. The Company’s shares are traded on the TSX
and NYSE under the symbol “AGI”.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Scott K. Parsons Senior Vice President,
Investor Relations (416) 368-9932 x 5439
All amounts are in United States dollars, unless
otherwise stated.
The TSX and NYSE have not reviewed and do not accept
responsibility for the adequacy or accuracy of this release.
Cautionary Note
This news release contains or incorporates by
reference “forward looking statements” and “forward-looking
information” as defined under applicable Canadian and U.S.
securities legislation. All statements, other than statements of
historical fact, which address events, results, outcomes or
developments that Alamos expects to occur are, or may be deemed to
be, forward-looking statements. Forward-looking statements are
generally, but not always, identified by the use of forward-looking
terminology such as “expect”, “assume”, “anticipate”, “believe”,
“potential”, “intend”, “prospective” or variations of such words
and phrases and similar expressions or statements that certain
actions, events or results “may”, “could”, “would”, “might” or
“will” be taken, occur or be achieved or the negative connotation
of such terms.
Forward-looking statements in this news release
include, but may not be limited to, information pertaining to the
expected receipt of approvals required for the Transaction;
expected completion of the acquisition of Orford by Alamos; the
prospective Qiqavik Gold Project, exploration potential and
programs and other statements that express management’s
expectations or estimates of future plans and performance,
operational, geological or financial results, estimates of amounts
not yet determinable and assumptions of management.
Alamos cautions that forward-looking statements
are necessarily based upon a number of factors and assumptions
that, while considered reasonable by Alamos at the time of making
such statements, are inherently subject to significant business,
economic, technical, legal, political and competitive uncertainties
and contingencies. Known and unknown factors could cause actual
results to differ materially from those projected in the
forward-looking statements and undue reliance should not be placed
on such statements and information. Investors are cautioned not to
assume that all or any part of additional mineral deposits that may
be acquired are, or will be, economically or legally mineable or
that they will ever be converted into Proven and Probable Mineral
Reserves (as that term is defined in National Instrument 43-101 –
Standards of Disclosure for Mineral Projects and the Canadian
Institute of Mining, Metallurgy and Petroleum – CIM Definition
Standards on Mineral Resources and Mineral Reserves, adopted by the
CIM Council, as amended).
Risk factors that may affect Alamos’ ability to
achieve the expectations set forth in the forward-looking
statements contained in this news release include, but are not
limited to, not receiving the requisite approvals for completion of
the Transaction and the actual results of potential exploration
activities.
For a more detailed discussion of other risk
factors that may affect Alamos’ ability to achieve the expectations
set forth in the forward-looking statements in this news release,
see Alamos’ latest 40-F/Annual Information Form and Management’s
Discussion and Analysis, each under the heading “Risk Factors”,
available on the SEDAR+ website at www.sedarplus.ca or on EDGAR at
www.sec.gov. The foregoing should be reviewed in conjunction with
the information and risk factors and assumptions found in this news
release.
Alamos disclaims any intention or obligation to
update or revise any forward-looking statements, whether written or
oral, or whether as a result of new information, future events or
otherwise, except as required by applicable law.
Figure 1: Orford Mining Project
Locations
A photo accompanying this announcement is available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/804f771d-051d-4939-ab5c-5237babdd0e8
Orford Mining (TSXV:ORM)
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