North Vancouver, British Columbia – April 5, 2019 – Cascadero Copper Corporation (TSVX: CCD) (“Cascadero” or the “Company”) announces that it has executed a renegotiated binding term sheet with InCoR Holdings Limited (“InCoR”), a closely held company at arm’s length to Cascadero. The terms sheet amends the prior term sheet between the Company and InCoR announced by the Company on December 10, 2018. The Company will grant InCoR a call option to acquire a portion of the Company’s indirect interest in the five (5) tenements comprising the Taron group of properties, and a portion of the Company’s direct interest in related intellectual property, being 30% of the Taron properties and related intellectual property for a total exercise consideration of US$1,500,000 (the “Transaction”). The term of the option is five (5) years from date of grant, and the call option is irrevocable. The Taron group of properties are owned by Cascadero Minerals Corporation and are located in Argentina. No finder’s fee is payable on the Transaction.
If InCoR exercises the Call Option and sells the 30% share of the Taron assets on or before March 31, 2023, the Company shall be entitled to a 50% share of any net profit realized.
In connection with the Transaction, InCoR has agreed to subscribe for a private placement consisting of 10 million units of the Company to be comprised of a share and a warrant priced in accordance with the policies to the TSX Venture Exchange. The units shall be issued at CDN$ 0.05 per share subject to approval of the TSX Venture Exchange. Securities issued in the private placement will be subject to a four month hold. InCoR has a right of first refusal, to be exercised within twenty (20) business days upon receipt of written advice from the Company, to underwrite or otherwise backstop subsequent financings by the Company.
Concurrently with the closing of the Transaction, it is intended that a new President and CEO of the Company will be appointed and the Board of directors will be reconfigured in a manner mutually acceptable to the Company and InCoR. Mr. Bill McWilliam will be appointed as Vice President of Exploration for the Company. As well, Mr. Bill McWilliam and Mr. George Molyviatis with be appointed Co-Chairmen of the Company.
The Transaction and the private placement are subject to necessary regulatory approvals, the negotiation, execution and delivery of definitive legal documents, and completion by InCoR of satisfactory due diligence review of the Company and its assets. The closing of the private placement is expected on or before May 31, 2019.
InCoR previously advanced to Cascadero US$190,000 (CAD$250,000) pursuant to the prior term sheet, announced by the Company on December 10, 2018. The advanced deposit will be applied in partial satisfaction of the subscription under the private placement, on or before May 31, 2019. The advance is refundable if the Transaction does not close, but only in event of the failure to satisfy conditions precedent. The advance is secured by a pledge of 5,097,778 shares of Amarc Resources Ltd. in favour of InCoR. The Company will use the advanced proceeds received from InCoR for general corporate purposes and to fund exploration programs in Argentina.
The Company has two (2) promising early stage prospects, Sarita Este and Taron, that require work programs to further understand the geology of the respective mineral systems present on each property. The Vice-President of Exploration, Mr. Bill McWilliam, is expected to recommend a ground-based Magnetic (Mag) survey for Sarita Este consisting of nine (9) 2,000 metre north-south lines followed by 2,000 metres of trenching. Additional drilling in new areas of the Taron properties is being considered.
Brian Causey, Chairman of Cascadero stated: ”We are excited about this revised arrangement with InCoR, and we view InCoR as a long-term partner in the development and management of the property portfolio.”
About InCoR – International Commodities and Restructuring
InCoR is a venture capital investor in the natural resources sector focused on the development and commercialization of minerals processing technologies. Its business model is to pair investment in minerals processing technologies with investment in mineral resources and processing facilities.
InCoR’s key management are experienced industry professionals in the disciplines of hydrometallurgy, geology, engineering design, construction, investment banking and private equity.
InCoR applies hydrometallurgical technologies to produce metal products using new technologies that have environmental benefits over alternative pyrometallurgical processing. Environmental sustainability is a key tenet of InCoR’s investment philosophy.
InCoR holds interests in base metals, as follows:
Lead – processing technologies for recovery of lead from lead oxide and lead sulphide material utilising methane sulfonic acid as a leaching agent, paired with its investment in LeadFX Inc.;
Copper – processing technologies for leaching copper from copper concentrates containing copper sulphides including chalcopyrite concentrates and concentrates containing arsenic and antimony compounds, together known as the GALVANOXTM process;
Nickel – processing technology for recovery of nickel from nickel saprolite ore, known as the Starved Acid Leaching technology or SALT; and
Zinc – processing technology for recovery of high purity zinc oxide from zinc ore.
In rare and strategic metals, InCoR has investments in:
Indium – recovery of indium (and silver, gold and other precious and base metals) from complex oxide and sulphide ores; and
Rare Earths – recovery of high purity mixed rare earth oxide concentrates via its investment in Search Minerals Inc.
About Cascadero
Cascadero Copper Corporation holds an extensive portfolio of mineral properties in Argentina, including 30 tenements, which in the aggregate equates to over 63,000 hectares of highly prospective geology. The current property portfolio has taken 10 years to assemble and it is squarely focused on precious metals including gold and silver, as well as copper, and a large-scale Cesium showing at Taron. The properties are mainly in Salta Province in Northwestern Argentina.
Brian F. Causey, Chairman
Cascadero Copper Corporation
For further information contact Bill McWilliam 778 999 3273; or at “billjwilliam42@gmail.com”.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
