Base Metals

Xplore Resources Corp. is pleased to announce the acquisition of Baru Exploração Mineral Ltda. a Brazilian limited liability company.Terms of TransactionUnder the terms of the purchase and sale agreement the Company will acquire 100% of the issued and outstanding securities from the Baru shareholders, Giorgio Francesco Cesare De Tomi and Emerson Ricardo Ré in consideration for the payment of USD$10,000 and the ...

Xplore Resources Corp. (TSXV: XPLR) ("Xplore or "the Company"), is pleased to announce the acquisition of Baru Exploração Mineral Ltda. ("Baru"), a Brazilian limited liability company.

Terms of Transaction

  • Under the terms of the purchase and sale agreement (the "Agreement"), the Company will acquire 100% of the issued and outstanding securities (the "Shares") from the Baru shareholders, Giorgio Francesco Cesare De Tomi and Emerson Ricardo Ré (together, the "Vendors"), in consideration for the payment of USD$10,000 and the issuance of 500,000 XPLR common shares (the "Common Shares").

  • The acquisition does not constitute a fundamental change or result in a change of business for the Company, nor is it expected to result in a change of control of the Company within the meaning of applicable securities laws and the policies of the TSX Venture Exchange (the "TSX.V").

  • Issuance of the Common Shares shall be subject to the receipt of regulatory approvals including, without limitation, the approval of the TSX.V, and such other conditions, and will be subject to statutory hold periods under applicable Canadian securities legislation.

Wes Hanson, P.Geo., President and CEO of Xplore, comments, "First and foremost, the acquisition formalizes our professional relationship with the Vendors with whom we have been working for the past year as we evaluate various opportunities in Brazil. The geology of Brazil is highly prospective for gold, copper and other commodities and numerous, highly prospective greenstone belts are largely unexplored given the countries focus on iron ore discoveries. Giorgio and Ricardo are established professionals with extensive knowledge of the various mineral opportunities throughout Brazil. Through their established professional network, they have already identified a number of prospective properties throughout Brazil that are seeking exploration investment. The acquisition of Baru provides a registered Brazilian entity able to transact on Brazilian properties quickly and seamlessly should a property meet our investment criteria. We look forward to working closely with both Giorgio and Ricardo to identify, acquire and explore promising gold and copper projects throughout Brazil."

About Baru

Baru is a Brazilian exploration company whose sole asset is the 3,435-hectare Pompeia East located in the Ouro Preto district, Minas Gerais, Brazil, 120 kms SE of Belo Horizonte.​ Access throughout the state of Minas Gerais is excellent and the state is the center of mining knowledge in Brazil. Pompeia East is located 15 kilometers east of the historic Passagem mine which produced over 2.0 M ozs of gold prior to being shut down in 1985. Historical records indicate that the Passagem mine operated for 266 years recovering gold from epithermal quartz-tourmaline veins averaging 6.0 g/t Au. The region is dominated by Archaen to Proterozoic aged volcano sedimentary rocks and Precambrian aged granitic intrusives.

Exploration to the west of the property identified high gold grades over 15.0 g/t in surface rock samples, trenches and auger drilling along a 400-500 metre strike length.

Baru's Pompeia East is a greenfields exploration asset with no modern exploration for gold. An initial exploration budget of US$15,000 is proposed to conduct surface mapping and sampling of the property.

About Xplore Resources (TSXV: XPLR)

Xplore Resources is a Toronto based mining exploration company listed on the TSX Venture Exchange under symbol XPLR and is focused on the acquisition and development of copper and gold projects in the Americas. The Company is led by a highly experienced management team and is comprised of industry experts with executive and senior management experience in geology, banking, private equity, investor relations and law.

Valk Project

Xplore's 100% owned Valk copper-gold project (1,614 Ha) is located in the Nanaimo Mining Division, British Columbia, approximately 20 Km NW of Port Hardy. The Project is road accessible via an extensive network of provincial highways, local roads, and logging roads. Soil geochemistry and surface rock sampling have identified anomalous copper, vanadium, and gold mineralization within rocks of the Karmutsen Formation. Valk is located 25 km north of the former Island Copper Mine (reported historical production 367 Mt @ 0.33% Cu - Ref. BC Minfile 092L 158) and the North Island Copper and Gold Project (Indicated resource of 304 Mt @ 0.21% Cu - Ref. BC Minfile 092L 240).

Qualified Persons

Mr. Wes Hanson, P. Geo., President & CEO of Xplore and registered in the Provinces of Ontario is the "Qualified Person" under National Instrument 43-101 Standards of Disclosure for Mineral Projects ("NI 43-101") and is responsible for the technical contents of this news release and has approved the disclosure of the technical information contained herein.

ON BEHALF OF THE BOARD

"Wesley C. Hanson"
President & CEO

For further information, please contact:

Phone: +1 647-362-9675
Email: info@xploreresources.com

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

ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.

THE TSX VENTURE EXCHANGE INC. HAS IN NO WAY PASSED UPON THE MERITS OF THE PROPOSED TRANSACTION AND HAS NEITHER APPROVED NOR DISAPPROVED THE CONTENTS OF THIS PRESS RELEASE.

Notice on forward-looking statements:

Information set forth in this news release contains forward-looking statements. These statements reflect management's current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. Xplore cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, many of which are beyond Xplore's control. Such factors include, among other things: risks and uncertainties relating to Xplore's ability to complete the proposed Transaction; and other risks and uncertainties, including those to be described in the Filing Statement to be filed by Xplore on SEDAR.com. Accordingly, actual, and future events, conditions and results may differ materially from the estimates, beliefs, intentions, and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, Xplore undertakes no obligation to publicly update or revise forward-looking information.

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Xplore Resources

Xplore Resources

Overview

It’s no secret that finding high-potential, early-stage mining companies is a real challenge. And unlike tech’s unicorns and high valuations, few industries require the perfect mix of experience, funding and strategy quite like the mining sector. Success in the mining industry is all about accurate sampling and data, execution, timing and favorable market conditions.

Xplore Resources (TSXV:XPLR) is an early-stage company that is focused on giving stakeholders the chance to invest on the ground floor in the copper sector and other precious metals sectors as they continue to expand their portfolio. The company’s management team leverages decades of executive and senior management experience across all aspects of mining and production — including exploration, discovery, mine construction and operation — to find and build high-value projects.

The company’s fully owned Valk project is located in the prolific Nanaimo Mining Division of British Columbia. The project consists of 1,614 hectares situated roughly 20 kilometers northwest of Port Hardy and 25 km northwest of the historic Island copper mine, the second largest of its kind in Canada, as well as the prolific North Island copper and gold project.

The nearby Island mine produced 345 tonnes of the increasingly precious metal at average grades of 0.41 percent copper, 0.017 percent molybdenum, 0.19 percent gold and 1.4 grams per tonne (g/t) silver. The mine remained in operation for a period of over 26 years. The North Island copper-gold project, located 25 km southwest of the Valk project, encompassed the Hushamu and Red Dog deposits, which carried a National Instrument 43-101 resource estimate of 305 tonnes at 0.24 percent copper, 0.28 g/t gold and 0.008 percent molybdenum in the Indicated category, and 189 tonnes at 0.19 percent copper, 0.24 g/t gold and 0.007 percent molybdenum in the Inferred category.

The Valk property is dominated by rocks belonging to the Triassic-aged Karmutsen Formation, which overlies the Sicker Group, a lower metavolcanic rock unit that hosts a number of base metal-rich mineral deposits, including zinc, copper, gold and silver. The Sicker Group underlies Myra Falls, the site at which 1 million tonnes of ore are mined per year, including 102,000 tonnes of zinc concentrate, roughly 60,000 tonnes of copper concentrate and 14,000 to 38,000 ounces of gold.

Historical geochemical and rock sampling at the Valk property indicate the presence of geologic markers closely associated with known copper-gold porphyry discoveries in the surrounding area. Mineralization defines a northeast trend encompassing an estimated 4 km in strike length. The project benefits from significant infrastructure and easy access through an extensive network of provincial highways, local roads and logging roads. Xplore Resources is managed by a team of industry veterans with decades of expertise across all aspects of mineral exploration, resource and reserve estimation, project evaluation, development, construction and operations. The Canada-based company balances risk by maintaining a regional focus on the Americas and targeting underexplored regions within established mining jurisdictions that present strong mineralization opportunities.


Xplore Resources’ Company Highlights

  • Xplore Resources is an early-stage mining exploration company led by a team of industry veterans with decades of experience across all aspects of mining and production.
  • The company’s fully owned Valk project consists of 1,614 ha in British Columbia’s Nanaimo Mining Division.
  • The project is located 25 km north of the historic Island copper mine, the second largest copper mine in Canada, and 25 km southwest of the prolific North Island copper-gold project.
  • The property is dominated by Triassic-aged rocks that overlie the Sicker Group, a lower metavolcanic rock unit that hosts a number of base-metal-rich deposits, including Myra Falls.
  • Xplore Resources acquired 100% interest in Baru Exploração Mineral Ltda. ("Baru"), a Brazilian limited liability company.

Xplore Resources’ Key Project: Valk Project

The Valk project consists of 1,614 ha on Vancouver Island, British Columbia. The project can be found within the province’s Nanaimo Mining Division and is easily accessible through an extensive network of provincial highways, local roads and logging roads.

Geology

The Valk property has demonstrated copper potential and is dominated by volcanic flows, pyroclastics and minor sediments of the Karmutsen Formation, a Triassic-aged volcanic sequence that underlies the Sicker Group, which hosts several zinc-copper-gold-silver deposits.

Notable among these deposits is Myra Falls, located 150 km southeast of the Valk property and home to two past-producing mines. Myra Falls Operations employs 400 people and produces 1 million tonnes of ore per year, including 102,000 tonnes of zinc concentrate, 60,000 tonnes of copper concentrate, up to 38,000 ounces of gold and 0.4 to 1.3 million ounces of silver. Nearby operations also include the historic Island copper mine and the North Island copper-gold mine, both of which have demonstrated enormous success while offering similar geologic markers as can be found throughout the Valk property.


Xplore Resources’ Management Team

Wesley C. Hanson—President and CEO

Wes Hanson provides over 35 years of industry experience covering all aspects of mineral exploration, resource and reserve estimation, project evaluation, development, construction, operation and corporate management.

He worked on a number of large capital projects as a consulting geologist with Kilborn – SNC Lavalin before transitioning into senior management roles with Kinross Gold, Western Goldfields and Silver Bear Resources. Wes served as President and CEO of Noront Resources from 2009 through 2012. Since then he has provided contract geological services for various junior companies listed on the TSX Venture Exchange.

Wes graduated from Mount Allison University with a BSc Geology (1982) and is a practicing member of the Association of Professional Geoscientists of Ontario.

Charles Edgeworth—CFO

Charles Edgeworth is currently the Managing Director of Union Merchant Capital. He has over 20 years of experience in debt, equity and project finance as well as cash management and risk mitigation. He has advised and structured numerous financings for junior and senior mining companies globally. He has an extensive network of corporates, banks, law firms, accounting firms, multilateral finance agencies & foreign governments throughout North & South America, UK, Europe and Africa.

Previously, Charles was responsible for corporate banking in Europe and Africa for Export Development Canada and prior to this, he was with HSBC Bank and Canaccord Genuity. In addition, Charles has served as a senior officer in the Royal Canadian Navy.

Charles holds a B.A. in Political Science & Economics from the University of Victoria, BCom in Entrepreneurial Management from Royal Roads University and MBA in Finance from HEC Montreal.

Jamie Hyland—Director

Jamie Hyland brings more than 25 years of experience in the public markets as a financial and marketing consultant, a corporate founder and manager of numerous early stage public and private businesses. His industry expertise includes mining, publishing, financial services, oil & gas, hospitality, technology, alternative energy and healthcare appliances. He is currently a Director of Tasca Resources Corp., Resolve Ventures Inc. and BLOK Technologies Inc. Hyland has an extensive network of contacts within the financial community including brokers, fund managers, industry analysts and media throughout North America, the United Kingdom and continental Europe. He earned a Bachelor of Commerce in Entrepreneurial Management from Royal Roads University.

Dave Patterson—Director

For more than 30 years Dave Patterson has been involved in the administration and finance of exploration companies based in North America. He has also been a director and/or officer of several public companies listed on the TSX Venture. Patterson holds a Master of Business Administration from Simon Fraser University (1991) and a Bachelor of Arts from Simon Fraser University (1977).

Tim McGuire—Director

Tim McGuire is a 20 year banking executive focusing on corporate debt, credit structuring, loan syndications, M&A, project finance, credit and political risk insurance. The past 12 years have been spent on leading global business development and management of a $20 billion portfolio for companies in the mining, energy and banking sectors. McGuire earned a Bachelor of Commerce (with Distinction) in International Business from the University of Victoria, Canada.

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