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Vancouver, British Columbia TheNewswire - February 16, 2022 - Leocor Gold Inc. (the " Company " or " Leocor ") (CSE:LECR ) (CNSX:LECR.CN), ( OTC:LECRF ) ( FRA:LGO) is pleased to announce that it has reached an agreement (the "Amended Agreement") with Nexus Gold Corp. ("Nexus") (TSX.V: NXS), dated February 8, 2022, pursuant to which it has agreed to amend the terms by which Leocor can acquire the Dorset Gold Project (the "Project") located in the Province of Newfoundland.
The Amended Agreement replaces the existing property option agreement (the "Option Agreement") entered into between the Company and Leocor, dated April 22, 2020. The Dorset claims comprises 275-ha within Leocor's larger Baie Verte project.
Under the terms of the Amended Agreement, Leocor will continue to hold a right to acquire up to a one-hundred percent interest in the Project. Consideration for the acquisition will now consist of the following:
| Deadline | Cash Payment | Common Shares |
| Initial | $100,000 (Paid) | Nil |
| Year 1 | $50,000 (Paid) | Nil |
| February 28, 2022 | $200,000 | 333,333 |
| February 28, 2023 | $200,000 | 333,333 |
| February 28, 2024 | Nil | 333,334 |
| Total | $550,000 | 1,000,000 |
Leocor will also assume responsibility for a two percent net smelter returns royalty on the Project, currently held by United Gold Inc. and Margaret Duffitt. All common shares of Leocor issued to the Nexus will be subject to statutory restrictions on resale for a period of four-months-and-one-day following issuance in accordance with applicable securities laws.
Alex Klenman is a director and senior officer of both the Company and Leocor, however the Amended Agreement and the Option Agreement are not considered related party transactions within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions . The Company and Leocor are considered to be "non-arms' length parties" under the policies of the TSX Venture Exchange, and as a result the Amended Agreement is subject to review by the TSX Venture Exchange.
The Amended Agreement and the Option Agreement have been reviewed and approved by the independent directors of each of the Company and Leocor, but the acquisition of any interest in the Project by Leocor, under the terms of the Amended Agreement, remains subject to the approval of the TSX Venture Exchange.
About Leocor Gold Inc.
Leocor Gold Inc. is a British Columbia-based resource company involved in the acquisition and exploration of precious metal projects, with a current focus in Atlantic Canada. Leocor, through outright ownership and earn-in agreements, currently controls several gold-copper projects in prime exploration ground located within the prolific Baie Verte Mining District. Leocor's Bae Verte portfolio includes the Dorset, Dorset Extension, Copper Creek and Five Mile Brook projects, creating a contiguous nearly 2,000 hectare exploration corridor. The Company also controls the 6,847-ha grassroots Startrek project near Gander, as well as three district scale land packages in North Central Newfoundland, known as Robert's Arm, Hodge's Hill, and Leamington, (collectively "Western Exploits") representing over 144,000 hectares (1,440 square kilometers) of prospective exploration
Contact Information
Alex Klenman, Chief Executive Officer
Email: aklenman@leocorgold.com
Telephone: (604) 970-4330
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release .
Cautionary Statements Regarding Forward-Looking Information
This press release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the terms and conditions of the Option. Although Leocor believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct.
Forward looking information is typically identified by words such as: "believe", "expect", "anticipate", "intend", "estimate", "postulate" and similar expressions, or are those, which, by their nature, refer to future events. Leocor cautions investors that any forward-looking information provided by Leocor is not a guarantee of future results or performance, and that actual results may differ materially from those in forward looking information as a result of various factors, including, but not limited to: the agreement of the parties to proceed with the proposed transaction on the terms set out in the Option Agreements or at all; Leocor's ability to exercise the Options; the state of the financial markets for Leocor's securities; the state of the natural resources sector in the event the Option, or any of them, are completed; recent market volatility; circumstances related to COVID-19; Leocor's ability to raise the necessary capital or to be fully able to implement its business strategies; and other risks and factors that Leocor is unaware of at this time. The reader is referred to Leocor's initial public offering prospectus for a more complete discussion of applicable risk factors and their potential effects, copies of which may be accessed through Leocor's issuer page on SEDAR at www.sedar.com.
The forward-looking statements contained in this press release are made as of the date of this press release. Leocor disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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