TORONTO, Dec. 14, 2020 /CNW/ - Talisker Resources Ltd. ("Talisker" or the "Company") (CSE: TSK) (OTCQB: TSKFF) is pleased to announce that, further to its press release of July 8, 2020, the Company has completed the sale of its mineral resource properties located in the Toodoggone region of the Province of British Columbia (the "Properties") to TDG Gold Corp. ("TDG Gold"). The Properties acquired by TDG Gold consist of: the Baker Project, which includes the past producing Baker and Multinational Mines; the Shasta Mine and the Baker mill infrastructure and equipment; the Chappelle property, which covers the ground from the past producing Baker and Multinational Mines; the Mets lease, which is a mining lease located approximately 20 kms north of the historic Baker and Multinational Mines; and the Bot property, which is a mineral tenure located approximately 35 kms north of the Baker milling facilities.
In connection with the sale of the Properties, TDG Gold has acquired and assumed all liabilities related to the Properties and Talisker received 18,973,699 common shares of TDG Gold (the "TDG Gold Shares"). Talisker's TDG Gold Shares represent a 33.13% undiluted interest and 30.12% fully-diluted interest in TDG Gold, which has a proforma market capitalization of approximately $17.2 million. The TDG Gold Shares have been approved for listing by the TSX Venture Exchange under the trading symbol "TDG". For so long as Talisker owns not less than 10% of the outstanding TDG Gold Shares, Talisker will have board nomination rights and pre-emptive rights to participate in future equity financings of TDG Gold to maintain its share ownership percentage interest in TDG Gold. Talisker currently has the right to appoint two nominees to the board of directors of TDG Gold. Additional information on TDG Gold can be viewed on their website at tdggold.com.
Terry Harbort, President and CEO of Talisker, stated, "We are very pleased with closing this sale transaction. Unlocking the value of these assets for Talisker shareholders will begin in 2021 as TDG Gold moves forward with its aggressive exploration plans."
Early Warning Disclosure
As a result of the sale of the Properties, Talisker acquired beneficial ownership and control and direction over a total of 18,973,699 TDG Gold Shares, which represents 33.13% of the outstanding TDG Gold Shares on an undiluted basis and 30.12% on a fully-diluted basis. Prior to the completion of the sale of the Properties, Talisker did not own or control any TDG Gold Shares, and accordingly, the acquisition represents an increase in Talisker's ownership from nil to 33.13% of the outstanding Shares on an undiluted basis and 30.12% on a fully-diluted basis. The acquisition of TDG Gold Shares was for investment purposes. Talisker will evaluate its investment in TDG Gold from time to time and may, based on such evaluation, market conditions and other circumstances, increase or decrease shareholdings as circumstances require through market transactions, private agreements, or otherwise, subject to and in accordance with the terms of the investor rights agreement that it entered into as a condition to the sale of the Properties. Other than exercising its board nomination rights, Talisker currently has no other plans or intentions with regard to the TDG Gold Shares. A copy of the Early Warning Report can be obtained from the Company by contacting Charlotte May, Corporate Secretary at [email protected] or on the SEDAR profile of the Company at www.sedar.com.
About Talisker Resources Ltd.
Talisker (taliskerresources.com) is a junior resource company involved in the exploration of gold projects in British Columbia, Canada. Talisker's projects include the Bralorne Gold Complex, an advanced stage project with significant exploration potential from a historical high-grade producing gold mine as well as its Spences Bridge Project where the Company holds ~85% of the emerging Spences Bridge Gold Belt and several other early-stage Greenfields projects. With its properties comprising 278,364 hectares over 256 claims, three leases and 198 crown grant claims, Talisker is a dominant exploration player in the south-central British Columbia. The Company is well funded to advance its aggressive systematic exploration program at its projects.
Caution Regarding Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on Talisker's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to Talisker. Although such statements are based on reasonable assumptions of Talisker's management, there can be no assurance that any conclusions or forecasts will prove to be accurate.
While Talisker considers these assumptions to be reasonable based on information currently available to them, they may prove to be incorrect. Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks inherent in the exploration and development of mineral deposits, including risks relating to changes in project parameters as plans continue to be redefined, risks relating to variations in grade or recovery rates, risks relating to changes in mineral prices and the worldwide demand for and supply of minerals, risks related to increased competition and current global financial conditions, access and supply risks, reliance on key personnel, operational risks regulatory risks, including risks relating to the acquisition of the necessary licenses and permits, financing, capitalization and liquidity risks, title and environmental risks and risks relating to delay or failure to satisfy the closing conditions to the Transaction.
The forward-looking information contained in this release is made as of the date hereof, and Talisker is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
SOURCE Talisker Resources Ltd