Annual and Special Meeting of Shareholders August 31, 2020
Toronto, Ontario-August 14, 2020
Conquest Resources Limited (TSX-V: “CQR”) reports its second quarter results for the six months ended June 30, 2020.
This news release should be read in conjunction with the Company’s unaudited financial statements and the associated management’s discussion and analysis (MD&A) for the three and six month period ended June 30, 2020 which are available on the Company’s website at www.ConquestResources.com or under the Company’s profile at www.sedar.com.
Acquisition of Canadian Continental Exploration Corp.
In July 2020, the Company entered into a conditional agreement to acquire Canadian Continental Exploration Corp. which holds an extensive package of mining claims surrounding the Golden Rose property, as well as approximately $900,000 in a combination of cash and Osisko Metals shares. See Conquest News Releases July 16 and August 7, 2020.
The package consists of almost 10,000 hectares of under explored mining lands highly prospective for precious and base metals, which include the Teckmag1 and Eaglerock claims. When combined with the Company’s current land holdings, Conquest will control over 130 square kilometers making it the one of the largest land holders in the Temagami Mining Camp.
Under the Acquisition Agreement, Conquest will issue 40,306,667 post consolidated shares of Conquest to the shareholders of CCEC, on the basis of one post consolidated share for each share of CCEC held.
The Golden Rose mine (currently flooded) consists of more than six kilometres of underground workings, as well as a three (3) compartment, 228-metre-deep shaft, and a modern decline ramp from surface to the 6th level of the mine.
Between 1915 and 1988, mining operations at the Golden Rose Gold Mine produced approximately 52,000 oz of gold from structurally controlled, high-grade quartz-pyrite veins, hosted almost exclusively within the banded iron formations. Surface drilling between 1984-2011 identified rich mineralization lying adjacent to known underground development. It was reported by previous operators that diamond drilling between 2009-2011 intersected gold grades as high as 155.7 grams of gold per tonne over 1.82 metres.
Exploration work by Conquest has identified eight high priority geophysical targets associated with filtered magnetic and EM conductive anomalies, considered favourable for gold exploration. Six of these geophysical target areas have gold-in-soil anomalies that occur along the two prospective Banded Iron Formation (“BIF”) horizons. Much of the eastern portion of the property remains largely unexplored.
In addition to exploration for gold on the past producing Golden Rose Mine, in which gold mineralization is hosted in porphyry intruded banded iron formations, potential for two other styles of economic mineral deposits have been identified within the enlarged land package.
There is evidence for the potential of Sudbury style Nickel-Copper- PGE and Cobalt deposits, such as the high grade Copperfields Mine located on Temagami Island which was the mine which started Teck Resources. There is also evidence of Archean paleo placer deposits analogous to South Africa’s Witwatersrand gold deposits, such as the discoveries made by Inventus Mining in nearby Pardo Township.
Annual Meeting August 31, 2020 – Share Consolidation
Subject to shareholder approval at an Annual and Special Meeting of Shareholders to be held on August 31, 2020, the Company will consolidate all its issued and outstanding common shares at a consolidation ratio of one (1) new post-consolidation share for every two and one half (2.5) pre-consolidation shares (the ”Consolidation”) immediately prior to the completion of the Acquisition, and conditional thereon.
Private Placement Financing up to $3,000,000
In conjunction with the Acquisition, and conditional thereon, and subject to final acceptance of the TSX Venture Exchange, the Company will complete a non-brokered private placement of up to $3 million.
The financing will consist of a combination of units at a price of 12 cents per unit, which will include a common share and a 2 year half warrant exercisable at 18 cents, and flow through shares at a price of 15 cents per share. The securities will be issued in the form of Subscription Receipts which will be converted to shares and warrants upon completion of the Consolidation and the Acquisition. Up to 25,000,000 post consolidated shares may be issued upon conversion of the Subscription Receipts.
Upon completion of the acquisition of Canadian Continental Exploration Corp. and the planned financing, Conquest will have approximately $3 to $4 million in funds, the flow through portion of which will be used for a planned drilling program at Golden Rose, and continued exploration at the Alexander Property at Red Lake and the Smith Lake Property, while the remaining proceeds will be used for general corporate purposes, working capital and future acquisitions.
RESULTS OF OPERATIONS
Conquest recorded no revenue for the three and six-month periods ended June 30, 2020 or June 30, 2019. In accordance with the Company’s accounting policies exploration and evaluation expenditures are expensed as incurred through profit and loss and included in the statement of operations.
For the three-month period ended June 30, 2020, the Company recorded a loss of $76,134 ($0.000 per share), compared to a loss of $76,495 ($0.000 per share) in the corresponding period June 30, 2019.
For the six-month period ended June 30, 2020, the Company recorded a loss of $132,051 ($0.001 per share), compared to a loss of $116,727 ($0.001 per share) in the corresponding period June 30, 2019.
During the six-month period ended June 30, 2020, the Company spent $8,735 in exploration expenditures 3 compared to $56,586 during the same period ended June 30, 2019. The loss in 2020 also included stock-based compensation expense of $51,810.
At June 30, 2020, the Company had cash of $352,358 compared to $252,034 at December 31, 2019.
On February 26, 2020, the Company completed the second tranche of its non-brokered, private placement through the issuance of 2,000,000 flow-through units and 1,000,000 units at a price of $0.05 per unit, for gross proceeds of $150,000. Each unit consists of one share and one-half of a share purchase warrant. One whole warrant is exercisable to purchase one common share at an exercise price of $0.075 for a period of one year from issue. On December 31, 2019, the Company completed the first tranche of a nonbrokered, private placement through the issuance of 5,000,000 flow through units for gross proceeds of $250,000.
Proceeds totaling $350,000 from the issuance of flow-through shares must be spent on qualifying Canadian Exploration Expenditures by December 31, 2021. In July 2020, the Government of Canada proposed to extend the timelines for spending the capital raised by junior mining companies via flowthrough shares by 12 months, which would extend the spending timeline to December 31, 2022.
Conquest Resources Limited incorporated in 1945 is a mineral exploration company that is engaged in the exploration of gold properties in Ontario.
Conquest owns 100% interest in the Golden Rose Project at Emerald Lake, in the Temagami mining camp, located approximately 65 kilometers northeast of Sudbury, Ontario, underlain by highly prospective Abitibi Greenstone geology along a strike length of 17 kilometers.
Conquest also owns a 100% interest in the Alexander Gold Property located immediately east of the Red Lake and Campbell Mines in the heart of the Red Lake Gold Camp on the important “Mine Trend” regional structure. Conquest’s property is almost entirely surrounded by Evolution Mines land holdings.
In addition, Conquest owns a 100% interest in the Smith Lake Gold Property which consists of six patented claims and 181 staked mining claims to the north, west and south of the Renabie Gold Mine in Rennie Township which had production of over 1,000,000 ounces of gold.
FOR FURTHER INFORMATION CONTACT:
John F. Kearney
Forward-looking statements. This news release may include certain “forward-looking statements”. All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding potential mineralization, resources and reserves, exploration results, and future plans and objectives of Conquest, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from Conquest’s expectations are exploration risks detailed herein and from time to time in the filings made by Conquest with securities regulators. Neither the TSX Venture Exchange nor its Regulation Services Provider (as defined in the policies of TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.