Tres-Or Resources Ltd. (TSXV: TRS) (OTC Pink: TRSFF) ("Tres-Or" or the "Company") announces that as contemplated by the Amended and Restated Option Agreement with Kiboko Gold Inc. ("Kiboko") dated November 30, 2021, a preliminary long form prospectus has been filed and can be found on Kiboko's SEDAR profile. Tres-Or also reports that Kiboko has filed an accompanying Technical Report (NI 43-101 report) titled "Harricana Gold Project Technical Report, Duverny Township, Quebec".
About the Fontana Gold Project (renamed the Harricana Gold Project)
The Fontana Gold Project located 16 km northeast of Amos, Québec was expanded to include Tres-Or's Duvay and Chenier gold project areas, and additional land was staked to increase the project to more than 100 km2 of prospective terrain. The Project includes 234 claims and represents a camp-scale opportunity for a discovery in the heart of Canada's most prolific mining district, the Abitibi gold belt.
Tres-Or's Fontana Gold Project has a tremendous quantity of historic data ranging from small scale mining to recent exploration drilling. This extensive dataset includes geologic mapping, detailed geophysics and geochemistry, bulk sampling, and assay data from more than 700 diamond drill holes dating back to 1937.
The Kiboko technical report provides recommendations for exploration programs with the first phase to consist of a drill program and a Mineral Resource estimate at the Fontana area of the Project. The second phase consists of additional drilling and Mineral Resource estimation at the Fontana, Monpas, and Duvay areas of the Project.
About the Amended and Restated Option Agreement
Under the amended and restated option agreement Kiboko is granted a one stage option to acquire all the Company's interest in the Fontana Gold Project (234 claims) subject to certain royalty interests as per Tres-Or news releases dated December 1, 2021, and January 19, 2022.
To exercise this Amended and Restated Option Kiboko must:
(a) return 2,000,001 Tres-Or common shares and return for cancellation 1,000,001 warrants of the Company previously issued to Kiboko;
(b) on or before June 30, 2022, complete an initial public offering of Kiboko securities having gross proceeds of a minimum of $3,000,000 (the "IPO"); and
(c) within 30 days of the closing of the IPO pay $350,000 to Tres-Or and issue to the Company shares of Kiboko (the "Kiboko Shares") having a value of $1,500,000 based upon a share price equal to the price at which Kiboko's common shares were issued in the IPO. The Kiboko Shares are to be subject to a 12 month hold period and such other restrictions as are imposed under the policies of the BC Securities Commission and the TSX Venture Exchange. Notwithstanding these restrictions the Company may distribute some or all the Kiboko Shares to its shareholders effective December 31, 2022.
It is the intention of the Company's Board of Directors to distribute the Kiboko shares received under this agreement to Tres-Or shareholders on a pro-rata basis, which will be subject to further TSX Venture Exchange submissions and approvals. The record date upon which the distribution is based will be determined once the Kiboko shares have been issued to Tres-Or.
Note: The reader is cautioned that there is no assurance that a final form prospectus will be accepted by the applicable regulatory bodies nor is there any assurance Kiboko will be successful in completing the capital raising contemplated by the prospectus.
On behalf of the Board of Directors
"Laura Lee Duffett"
Laura Lee Duffett,
President and CEO
For further information
Neither the TSX Venture Exchange nor its Regulation Service Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
About the Company
Tres-Or Resources Ltd. is a Canadian resource company focused on exploring for diamonds and gold resources in the Témiscamingue and Abitibi regions of Québec and is listed on the TSX Venture Exchange under the trading symbol "TRS". Additional information related to the Company is available on SEDAR and on the Company's website (www.tres-or.com).
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/123507