Not for distribution to United States newswire services or for dissemination in the United StatesAll $ figured represent Canadian Dollars unless stated otherwiseROUYN-NORANDA, Quebec, Aug. 31, 2020 (GLOBE NEWSWIRE) — Radisson Mining Resources Inc. (TSX-V: RDS, OTC: RMRDF) (“Radisson”) and Renforth Resources Inc. (CSE – RFR) (OTC US– RFHRF) (WKN – A2H9TN) (“Renforth”) are pleased to announce the closing of the previously announced New Alger Project (“New Alger”) acquisition by Radisson from Renforth. The New Alger acquisition is part of a long-term strategic relationship between the two companies that will include an investment by Radisson into Renforth, resulting in Radisson owning 9.6% interest in Renforth, while Renforth will own 5.7% interest in Radisson. The Renforth financing is expected to close within the coming month. The relationship aims to leverage regional synergies and unlock significant value for shareholders of both companies from one of the most prospective mining camps in the world.The transaction will significantly expand Radisson’s claims in the Bousquet-Cadillac mining camp, which will create scale, and which Radisson believes will enhance its exploration potential and increase O’Brien’s appeal to investors and larger producers. With the close of the New Alger acquisition,Radisson’s claims now cover 5,839 ha, a nine-fold increase from 637 ha prior to the transaction.Radisson now controls 5.9 km along the Cadillac Break, including 3.2 km to the east and 2.7 km to the west of the old O’Brien Mine, which has been the highest grade gold mine in Quebec producing 587 koz grading 15.25 g/t from 1926-57.Radisson sees an opportunity to apply its litho-structural model to unlock resource potential at the newly acquired claimsExploration efforts have been limited to a 1.5 km strike to the east of the old O’Brien Mine.The company expects to expand its program to include high potential targets to the westRadisson will gain exposure to potential upside from the Pontiac Sediments which remain significantly underexplored.This includes potential upside from the Discovery veins that have been traced by prior sampling and drilling for 500 m along strike and to a depth of 120 m. The Discovery vein system is not included in the current resource and mineralization remains open for expansion to the east and west.In addition to the potential for other similar vein systems to the south, the Pontiac Sediments in the district have been found to host large bulk tonnage deposits.In addition, the deal significantly bolsters Renforth’s balance sheet and allows for a significant expansion in planned exploration spending aimed at realizing the full potential of its attractive project portfolio that includes Parbec, Nixon Bartleman, Malartic West, Surimeau and Denain-Pershing. Following close of the Renforth financing, Radisson will hold a 9.6% equity stake in Renforth providing Radisson shareholders with exposure to Renforth’s attractive portfolio of assets in one of the most prolific gold camps in the sector.Mario Bouchard, Chief Executive Officer of Radisson Mining Resources Inc. commented “We are delighted to have closed this transaction and look forward to our partnership with Renforth. We believe the transaction significantly increases the attractiveness of the O’Brien project. Radisson’s claims now cover a very prospective land package including an approximate 6 km strike length along the prolific Cadillac Break, comprising almost 3km to the east and west of the old O’Brien Mine, which has historically been the highest-grade gold mine in Quebec. We look forward to expanding our exploration program to include the newly acquired claims”Transaction highlights:Radisson acquired a 100% interest in New Alger for the following consideration:12 million class A common shares of Radisson issued to Renforth at closing of the transaction;$0.5 million in cash paid at closing of the transaction;a $1.5 million cash contingent payment, payable on the earlier of the announcement of commercial production at New Alger, a sale of New Alger for more than C$40 million or a change of control of Radisson.Within the coming month, Renforth plans to complete the previously announced financing to raise approximately $3.24 million in cash proceeds, which will be backed by a strategic investment by Radisson into Renforth.The financing is anticipated to be a charity flow-through financing, pursuant to which Renforth plans to issue 24 million flow-through shares at $0.135/shareTransaction funding:Radisson anticipates that its strong cash position will be sufficient to both complete the transaction and to expand the ongoing drill program to include the newly acquired claims. As of July 31, 2020, the company estimates a total liquidity position of approximately $8.5 million including,a liquidity position of approximately $3.3 million, which includes proceeds from the recent sales of non-core securities and receivablesanticipated liquidity of approximately $0.7 million from the exercise of in-the-money options and warrants by certain holders, including the Strategic Advisor, Chairman, CEO, President and Directors, who have indicated their intention to exercise such securities; andfunds reserved for exploration and evaluation of approximately $4.5 million, which should facilitate an expansion in the ongoing 60,000 m drill program to over 75,000 m, permitting additional drilling in 2021Mutual share lock-up agreements
Pursuant to the New Alger transaction, Renforth and Radisson have agreed that shares of each party will be subject to mutual lock-up restrictions. Neither party will sell securities of the other party for a period of 12 months after closing without the prior consent of the other party. After that time, any party wishing to sell will give the other party a period of time to facilitate transfers in the shares. These limitations will remain in place until the third anniversary of the closing date.Advisors
INFOR Financial Inc. and Osler, Hoskin & Harcourt LLP acted as financial advisor and legal advisor to Radisson Mining Resources, respectively. The New Alger ProjectFigure 1: Location Map of the New Alger and O’Brien propertiesThe New Alger Project is a highly prospective land package adjacent of Radisson’s O’Brien Project to the west and along strike; In June 2020, Renforth Resources published an Updated Mineral Resource Estimate and Technical Report. The current resource covers a strike extent of approximately 1400 m and an average depth extent of approximately 300 m on the Cadillac Break. The deposit remains open at depth both on the Cadillac Break and the Discovery Veins, and along strike to the east and west on the Discovery Veins.Qualified Person
Richard Nieminen, P. Geo, Exploration Manager, is a Qualified Person as defined in National Instrument 43-101 and has reviewed and approved the technical information in this press release relating to Radisson.About Radisson Mining Resources Inc.
Radisson is a gold exploration company focused on its 100% owned O’Brien project, located in the Bousquet-Cadillac mining camp along the world-renowned Larder-Lake-Cadillac Break in Abitibi, Québec. The Bousquet-Cadillac mining camp has produced over 21,000,000 ounces of gold over the last 100 years. The project hosts the former O’Brien Mine, considered to have been the Abitibi Greenstone Belt’s highest-grade gold producer during its production period (1,197,147 metric tons at 15.25 g/t Au for 587,121 ounces of gold from 1926 to 1957; 3D Geo-solution, July 2019).On behalf of RadissonMario Bouchard
CEO and DirectorFor more information on Radisson, visit our website at www.radissonmining.com or contact:Certain information contained in the press release are subject to receipt of all regulatory approvals. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. No securities regulatory authority has approved or disapproved of the contents of this news release.Forward-Looking StatementsAll statements, other than statements of historical fact, contained in this press release including, but not limited to, those relating to the acquisition, its intended effects, timing of completion of the acquisition of New Alger and the Renforth financing, the development of the O’Brien project, anticipated exploration activities and generally, the above “About Radisson Mining Resources Inc.” and “About Renforth Resources Inc.” paragraphs which essentially describes the Corporation’s outlook, constitute “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws, and are based on expectations, estimates and projections as of the time of this press release. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Corporation as of the time of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates and assumptions may prove to be incorrect. Many of these uncertainties and contingencies can directly or indirectly affect, and could cause, actual results to differ materially from those expressed or implied in any forward-looking statements and future events, could differ materially from those anticipated in such statements. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward looking information can be found in disclosure documents issued by Radisson and Renforth on the SEDAR website at www.sedar.com.By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions do not reflect future experience. Forward-looking statements are provided for the purpose of providing information about management’s endeavors and, more generally, its expectations and plans relating to the future. Readers are cautioned not to place undue reliance on these forward-looking statements as a number of important risk factors and future events could cause the actual outcomes to differ materially from the beliefs, plans, objectives, expectations, anticipations, estimates, assumptions and intentions expressed in such forward-looking statements. All of the forward-looking statements made in this press release are qualified by these cautionary statements and those made in our other filings with the securities regulators of Canada. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law.
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