Tearlach Resources Limited (TSXV: TEA) (OTC: TELHF)
(FRANKFURT: V44) (“
Tearlach” or the
“
Company”) is pleased to announce it has entered
into an agreement to acquire up to 70% interest in the lithium
mining rights (the “
Option Agreement”) with
Blackrock Gold Corp. (“
Blackrock Gold”), a
wholly-owned subsidiary of Blackrock Silver Corp.
(TSXV: BRC) (“
Blackrock
Silver”).
Tonopah North / Gabriel Project
Highlights:
- Lithium values up to 1,217 ppm
lithium over 1.5 m in drill hole TN22-012 have been intercepted in
drilling, in addition to the continuity of broad zones of
mineralization up to 56.4 metres in thickness in drill hole
TN22-009;
- The average thickness of the
lithium-bearing zone is 28.1 metres;
- The lithium bearing zone comes
within 8 metres of the surface on the northeast portion of the
property and has been intersected down to 117 metres below the
surface; and
- The mineralization is similar to
the nearby TLC lithium deposit owned by American Lithium Corp,
located three kilometres to the northeast of the Company's land
holdings.
The Option Agreement outlines two stages
Tearlach must fulfill to complete its obligations to Blackrock
Gold:
- Earn 51% interest in the lithium
mineral rights of Tonopah North claims (“Optioned
Zone”) by spending an aggregative US$5M in exploration and
development work on the property.
- Earn 70% interest in the lithium
mineral rights of the Optioned Zone by spending an additional US
$10M in exploration and development work on the property.
Morgan Lekstrom, CEO of Tearlach,
commented, “This is a significant growth
step for Tearlach in becoming a leading multijurisdictional lithium
company and for Blackrock Silver diversifying
their already world-class silver project. Blackrock Silver has done
an excellent job building a strong shareholder base and discovering
a world-class silver deposit. Now Tearlach, through strong
relationships, has identified a significant shareholder opportunity
in what we believe could be an extensive lithium discovery and
district. We are excited to join the American-made history that is
Tonopah, by adding a local green energy component and
discovery.” Additionally, Morgan Lekstrom
stated, “With initial RC holes grading up
to 1217ppm and with thicknesses up to 56.4 metres
and 117m depth, we see a mirror potential of American Lithium’s TLC
deposit ($768M exploration company) directly north of us. With
initial mapping completed and our world-class-Nevada based team
with significant geological and processing experience in
lithium-bearing clays, we have a roadmap to accelerate and
aggressively drill. We plan to drill a much larger core program and
advance to the resource estimate while concurrently running
engineering and process models.”
Figure 1: BRC Tonopah North / Tearlach’s
“Gabriel Project”
Option Agreement
Under the terms of the Option Agreement,
Tearlach has the right to explore for, and the exclusive option
(the “First Option”) to earn a 51% interest
in, the lithium minerals from the topographical surface to 650 feet
below the surface of a portion of the Tonopah North Project (the
“Optioned Zone”) by incurring expenditures for
exploration and development work on the Tonopah North Project
(“Expenditures”) in the aggregative amount of at
least US$5,000,000 consisting of (i) at least US$500,000 in
Expenditures on or before January 9th, 2024; and (ii) at least
US$4,500,000 in Expenditures on or before January 09, 2026
(together, the “Initial Earn-In”).
Subject to Tearlach completing the Initial
Earn-In, under the terms of the Option Agreement, Tearlach shall
have the option (the “Second Option”) to elect
within thirty (30) days of completing the Initial Earn-In to earn
an additional 19% interest in lithium minerals in the Optioned Zone
for an aggregate interest of 70% by: (i) expending an additional
US$10,000,000 in Expenditures; and (ii) by bearing the costs of
preparation of a National Instrument 43-101 compliant bankable
feasibility study for the development and construction of a lithium
mine on the Tonopah North Project (together, the
“Additional Earn-In”), with such Second Option
terminating if not exercised by Tearlach by January 09, 2028.
In addition, pursuant to the Option Agreement,
Tearlach has agreed to pay Blackrock Silver the sum of US$100,000
in cash on or before April 30, 2024, failing which the Company
shall have the right to terminate the Option Agreement.
The exploration and development rights conferred
to Tearlach under the Option Agreement in respect of the Tonopah
North Project are exclusive to lithium minerals in the Optioned
Zone. Subject to the terms of the Option Agreement, Blackrock
retains and reserves the rights to explore for, develop, and mine
all minerals (including gold and silver) other than lithium on the
entire Tonopah North Project, including the Optioned Zone. The
Optioned Zone also includes an area of interest that includes those
lands located within one mile of the exterior boundaries of the
Tonopah North Project. The transactions contemplated by the Option
Agreement constitute an “Exempt Transaction” in accordance with
Policy 5.3 of the TSX Venture Exchange.
Joint Venture
Upon Tearlach completing the Initial Earn-In and
exercising the First Option, Tearlach and Blackrock Gold shall
enter into a definitive mining joint venture agreement (the
“Joint Venture Agreement”) in respect of the
management and ownership of the Optioned Zone of the Tonopah North
Project (the “Joint Venture”). After completion of
the Additional Earn-In, Tearlach may elect to exercise the Second
Option, upon which its participation interest in the Joint Venture
shall increase by an additional 19% to a total of 70%. The parties
to the Joint Venture shall contribute to future Expenditures in
accordance with their respective participating interests as
prescribed in the Joint Venture Agreement.
Pursuant to the Joint Venture Agreement, if at
any time a party’s participating interest in the Joint Venture is
diluted to below 5%, the diluted party shall be deemed to have
withdrawn from the Joint Venture, and its participating interest in
the Joint Venture shall be converted to a non-administrative,
non-executive and non-working mineral production royalty of two
percent 2.0% of the gross revenues from the sale of lithium
minerals and lithium mineral products produced from the Tonopah
North Project.
Subject to the terms of the Joint Venture
Agreement, Tearlach shall be the initial manager of the Joint
Venture and shall have control of the activities and operations of
the Joint Venture.
About Tearlach
Tearlach is a Canadian exploration company
engaged in the acquisition, exploration and development of lithium
projects. Tearlach holds an interest in the Final Frontier Project,
which includes the Pakwan / Margot Lake Claim block, which is
directly contiguous to Frontier Lithium’s Flagship Spark and Pag
deposits, as well as interests in the Wesley, Harth and Ferland
properties, all located in the lithium hub of northwestern Ontario,
Canada. The Wesley Property borders Green Energy Metals’ Root Lake
Project, where a 24,000 m drill program is currently underway.
Pegmatite dykes have also been encountered on the Harth Lithium
Project, which is 8 kms west of the Wesley Lithium Project.
Prospecting and mapping have also confirmed pegmatite dykes on the
Ferland Lithium Property, 10 km east of Green Technology Metals’
Seymour Lake Project. Tearlach intends to explore these assets and
develop a portfolio of projects in the Americas through
acquisition. Tearlach’s primary objective is to position itself as
the leading lithium exploration and development company in the
Americas. Additional information on the Company is available at
website at www.tearlach.ca.
Qualified Person
Julie Selway, Ph.D., P.Geo. reviewed and
approved the technical disclosure in this news release. Dr. Selway
is the VP of Exploration for Tearlach Resources and the Qualified
Person ("QP") as defined by National Instrument 43-101. Dr. Selway
completed a Ph.D. on lithium granitic pegmatites in 1999. Dr.
Selway also has twenty-three scientific journal articles on lithium
pegmatites. Dr. Selway has co-authored 29 NI 43-101 Technical
Reports on a wide variety of commodities and deposit types.
ON BEHALF OF THE BOARD OF
DIRECTORS,TEARLACH RESOURCES LTD.
Morgan LekstromChief Executive OfficerSuite 610
- 700 W. Pender StreetVancouver, BC, Canada V6C 1G8Tel:
604-688-5007
www.tearlach.cawww.tearlach.ca/contact/
Neither the TSX Venture Exchange nor its
Regulation Service provided (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
Cautionary Note Regarding
Forward-Looking Statements
This news release contains forward-looking
statements and forward-looking information (collectively,
“forward-looking statements”) within the meaning of applicable
Canadian securities legislation. All statements, other than
statements of historical fact, included herein including, without
limitation, future Expenditures, exercise of the Option, entry into
the Joint Venture, future drilling activities, and the anticipated
business plans and timing of future activities of the Company are
forward-looking statements. Although the Company believes that such
statements are reasonable, it can give no assurance that such
expectations will prove to be correct. Forward-looking statements
are typically identified by words such as: “believes”, “expects”,
“anticipates”, “intends”, “estimates”, “plans”, “may”, “should”,
“would”, “will”, “potential”, “scheduled” or variations of such
words and phrases and similar expressions, which, by their nature,
refer to future events or results that may, could, would, might or
will occur or be taken or achieved. In making the forward-looking
statements in this news release, the Company has applied several
material assumptions, including without limitation, that the
Company will receive all necessary approvals in connection with the
Option Agreement and the Expenditures thereunder, market
fundamentals will result in sustained lithium demand and prices,
the receipt of any necessary permits, licenses and regulatory
approvals in connection with the future development of the
Properties in a timely manner, the availability of financing on
suitable terms for the development and continued operation of the
Company’s projects and its ability to comply with environmental,
health and safety laws.
Forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to
differ materially from any future results, performance or
achievements expressed or implied by the forward-looking
information. Such risks and other factors include, among others,
requirements for additional capital, operating and technical
difficulties in connection with mineral exploration and development
activities, actual results of exploration activities, including on
the Tonopah North Project, the estimation or realization of mineral
reserves and mineral resources, the fact that the Company’s
interests in the Tonopah North Project are an option only and there
is no guarantee that such interests, if earned, will be certain,
the timing and amount of estimated future production, the costs of
production, capital expenditures, the costs and timing of the
development of new deposits, requirements for additional capital,
future prices of lithium, changes in general economic conditions,
changes in the financial markets and in the demand and market price
for commodities, lack of investor interest in future financings,
accidents, labour disputes and other risks of the mining industry,
delays in obtaining governmental approvals (including of the TSX
Venture Exchange), permits or financing or in the completion of
development activities, changes in laws, regulations and policies
affecting mining operations, title disputes, the inability of the
Company to obtain any necessary permits, consents, approvals or
authorizations, environmental issues and liabilities, and risks
related to joint venture operations, and other risks and
uncertainties disclosed in the company’s continuous disclosure
documents. All of the Company’s Canadian public disclosure filings
may be accessed via www.sedar.com and readers are urged
to review these materials.
Readers are cautioned not to place undue
reliance on forward-looking statements. The Company does not
undertake any obligation to update any of the forward-looking
statements in this news release or incorporated by reference
herein, except as otherwise required by law.
A photo accompanying this announcement is
available
at:https://www.globenewswire.com/NewsRoom/AttachmentNg/40a6edb2-9695-402b-85bd-32b9367c9363
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