Americas Bullion Royalty Corp. (TSX: AMB) (“AMB”
or the “Company”) announces that Northern Tiger Resource
Inc. (TSXV: NTR) will purchase AMB’s interest in the Grew Creek
gold project, located in Yukon, Canada (the “Grew Creek
Project”), and related drill and core data (“Data”) for
an aggregate purchase price of $900,000 (the “Property
Acquisition”). AMB also announces the Company will provide
bridge financing of $150,000 pending completion of Northern Tiger’s
proposed merger (the “NTR Merger”) with Redtail Metals Corp.
(TSXV: RTZ).
Upon completion of the Property Acquisition and NTR Merger, and
related transactions disclosed herein, Redtail will be a
wholly-owned subsidiary of Northern Tiger and AMB will hold up to
32% of the outstanding Northern Tiger shares. Northern Tiger will
change its name to “Redtail Metals Corp.” or such other name as is
acceptable to the parties and the TSX Venture Exchange.
“Monetization of the Grew Creek project along with exposure to
continuing exploration successes at 3-Aces and potential future
developments at the Marg resource and Sonora Gulch project make
this a compelling low-cost transaction for Americas Bullion,” said
William M. Sheriff, Chairman & CEO of Americas Bullion. “Equity
holdings such as this control position in Northern Tiger-Redtail,
as well as a similar stake in Silver Predator Corp., provide AMB’s
shareholders exposure to exploration upside on promising
discoveries that play a small but important role in our new
business plan. The financial stability and future of these two
junior companies will be enhanced by virtue of our long-term
commitment as a supporting shareholder.”
Financial Terms
It is anticipated that Northern Tiger will issue one or more
promissory notes (the “Property Notes”) to AMB in the
aggregate principal amount of $900,000 in satisfaction of the
purchase price for the Grew Creek Project and Data. The notes will
be on market terms to be settled by the parties, and payable on
demand. The terms of the notes will permit Northern Tiger to
satisfy up to $800,000 of the principal amount by the issuance of
Northern Tiger shares at a per-share price of $0.21 (which share
price assumes completion of Northern Tiger’s proposed 1:7 share
consolidation and NTR Merger). The balance will be payable in cash.
As security for the repayment of the notes, Northern Tiger will
grant to AMB a first priority security interest in and to Northern
Tiger’s acquired interest in the Grew Creek Project and Data.
AMB has also agreed to purchase up to 1,542,858 Northern Tiger
common shares offered by Northern Tiger in a financing to be
completed concurrent with the NTR Merger at a post consolidation
price of $0.21 per share, but only to the extent not otherwise
acquired by third party subscribers, thereby guaranteeing the
$324,000 minimum will be raised at closing of the NTR Merger. Upon
completion of the NTR Merger and consolidation, and assuming AMB
acquires the full amount of the minimum financing and the maximum
number of Northern Tiger shares on conversion of the Property
Notes, it is anticipated that AMB will hold up to 32% of the
outstanding shares of Northern Tiger and will be a “control person”
of Northern Tiger (as such term is defined in the policies of the
TSX Venture Exchange). So long as AMB holds at least 15% of the
outstanding Northern Tiger shares, AMB will have a pre-emptive
right to maintain its percentage shareholding. In addition, so long
as AMB holds at least 20% of the outstanding Northern Tiger shares,
AMB will be entitled to nominate two directors for election to the
Northern Tiger board and thereafter one director until such time as
it owns 10% or less of Northern Tiger.
AMB will make the $150,000 bridge financing immediately
available to Northern Tiger, which will be advanced in tranches of
$25,000 based on the working capital needs of Northern Tiger
through to closing of the NTR Merger.
Completion of the NTR Merger is subject to, among other
conditions customary for a transaction of this nature, the approval
of the TSX Venture Exchange and Redtail and Northern Tiger
shareholders, completion of the Property Acquisition and the
Northern Tiger consolidation and financing, and completion of the
entire transaction by not later than January 31, 2013. See the
joint news release of Northern Tiger and Redtail dated October 28,
2013 for further details regarding the proposed NTR Merger.
Grew Creek Project, Yukon
The Grew Creek Project is located 32 km southwest of Faro and 24
km northwest of Ross River, Yukon. The property's 135 square km
encompass 666 quartz claims, extending along both sides of the
Robert Campbell Highway for approximately 27 km, with power lines
traversing the project area. Grew Creek is a Volcanic and
volcanoclastic-hosted epithermal gold-silver deposit which contains
the Carlos gold zone; a zone of gold mineralization defined by core
and RC drilling over an area of 300 m along strike 100 meters wide
and at least 400 meters deep. AMB holds an option to earn a 100%
interest in the project, subject to a 4% NSR in favor of the
optionor. AMB has satisfied the minimum $3,000,000 exploration
expenditure requirement under the terms of the option agreement and
will acquire a 100% interest upon making a final cash payment of
$100,000.
The technical content of this news release has been reviewed and
approved by Michael Maslowski BSc, CPG, the Company’s Chief
Operating Officer and a Qualified Person as defined by National
Instrument 43-101.
About Redtail Metals Corp.
Redtail Metals Corp. is a British Columbia corporation focused
on advancing quality precious metal enriched copper, lead and zinc
mineral deposits in Yukon, Canada. Its common shares trade on the
TSX Venture Exchange under the symbol “RTZ”. The company currently
controls the Marg and Clear Lake massive sulfide deposits, both
with resources prepared in accordance with National Instrument
43-101. Additional information regarding Redtail, including
financial information, is available on the SEDAR website under the
company’s issuer profile, at www.sedar.com.
About Northern Tiger Resources Inc.
Northern Tiger Resources Inc. is an Alberta incorporated
resource exploration company focused on gold and copper exploration
in the Yukon, where it has a strong portfolio of projects. Drilling
has intersected 4.6 g/t gold over 35.0 metres (including 106.2 g/t
gold over 1.0 metre) at the company's flagship 3Ace Project in
southeast Yukon. The Sonora Gulch copper-gold-silver porphyry
project in central Yukon also has also returned significant drill
results, including 0.45 g/t gold and 3.0 g/t silver over 234.0
metres. The foregoing information has been reviewed and approved by
Dennis Ouellette, B.Sc., P.Geol., a Qualified Person as defined by
NI 43-101.
Americas Bullion Royalty Corp.
Americas Bullion Royalty Corp. invests in undervalued natural
resource assets seeking to provide superior investment returns.
Americas Bullion’s assets include royalty holdings across Mexico,
Nevada, Wyoming, Oregon, and California; control of the Springer
Tungsten Mine and Mill; the Taylor mill and Humboldt mill site in
Nevada; the Brewery Creek project, and a portfolio of Yukon
exploration properties. The Company provides shareholders with the
potential for exploration success through equity positions in
related companies while continuing to advance and monetize its
holdings.
For additional information:Americas Bullion Royalty
Corp.William M. Sheriff, Chairman & CEO(208)
635-5415info@aubullion.comwww.aubullion.com
No stock exchange, securities commission or other regulatory
authority has approved or disapproved the information contained
herein. This press release contains projections and forward-looking
information that involve various risks and uncertainties regarding
future events. Such forward-looking information can include without
limitation statements based on current expectations involving a
number of risks and uncertainties and are not guarantees of future
performance. There are numerous risks and uncertainties that could
cause actual results and Americas Bullion’s plans and objectives to
differ materially from those expressed in the forward-looking
information. Actual results and future events could differ
materially from those anticipated in such information. These and
all subsequent written and oral forward-looking information are
based on estimates and opinions of management on the dates they are
made and are expressly qualified in their entirety by this notice.
Except as required by law, Americas Bullion assumes no obligation
to update forward-looking information should circumstances or
management's estimates or opinions change.
Americas Bullion Royalty Corp.William M. Sheriff,
208-635-5415Chairman &
CEOinfo@aubullion.comwww.aubullion.com
Amb Properties (NYSE:AMB)
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