Canarc to Sell Lightning Tree Gold Property, Idaho to Minkap Resources
Exhibit 99.1
Canarc
to Sell Lightning Tree Gold Property, Idaho to Minkap
Resources
________________________________________________________________________________________
Vancouver, Canada – September 15, 2020
– Canarc Resource Corp. (TSX: CCM, OTC-QB: CRCUF, Frankfurt:
CAN) (“Canarc” or the “Company”) is pleased to announce that
further to its press release dated July 6, 2020, Minkap Resources
Inc. (“Minkap”)
has received approval of the TSX Venture Exchange (the
“TSXV”) to
acquire the Company’s Lightning Tree property located in
Lemhi County, Idaho, USA (the “Property”).
Xxxxxx
signed a definitive mineral property purchase agreement (the
“Purchase
Agreement”) dated September 10, 2020 between the
Company, Minkap Resources Inc. (“Minkap”) and DG Resource
Management Ltd. (“DGRM”) pursuant to which Xxxxxx
will acquire the Property from the Company, and the adjacent
Breccia Gold property from DGRM.
In
consideration for the acquisition, Minkap will:
●
issue Canarc an
aggregate of 2,500,000 common shares (the “Consideration Shares”) and
2,500,000 common share purchase warrants (the “Consideration Warrants”) over a
two-year period;
●
pay Canarc cash
consideration of $137,500 over a three-year period, as
follows:
●
C$12,500 upon
receipt of final approval from the TSX Venture Exchange with
respect to the transactions contemplated by the Purchase Agreement
(the “Approval
Date”);
●
C$25,000 due on the
first anniversary from the Approval Date;
●
C$50,000 due on the
second anniversary from the Approval Date; and
●
C$50,000 due on the
third anniversary from the Approval Date;
●
spend an aggregate
$2,000,000 in exploration expenditures over three years, commencing
on the date Minkap receives an exploration drill permit for the
Property (the “Permit
Date”); and
●
grant a 2.5% net
smelter returns royalty (the “NSR”) in respect of the Property,
subject to the option of Minkap to purchase 1% of the NSR for
$1,000,000.
If
Minkap fails to file a National Instrument 43-101 –
Standards of Disclosure for
Mineral Projects (“NI
43-101”) compliant technical report on the Property
which discloses mineral resources within three years of the Permit
Date, or fails to complete any of the requirements noted above, the
Property will revert back to Canarc.
In
addition, pursuant to the Purchase Agreement, Minkap has granted to
the Company and DGRM, together, a one-time bonus payment (the
“Bonus Payment”)
of $1.00 per ounce of gold or gold equivalent, up to a maximum of
$1,000,000, upon the filing on SEDAR of a resource of at least
1,000,000 ounces of gold or gold equivalent that is disclosed in
compliance with NI 43-101. The Bonus Payment is payable to the
Company and DGRM on a pro-rata basis based on the number of ounces
of gold or gold equivalent from each of the Company’s and
DGRM’s respective claims relative to the 1,000,000 ounces, as
will be defined in a NI 43-101 technical report to be prepared for
the Property.
The
Purchase Agreement is subject to certain conditions precedent,
including the receipt of all necessary regulatory and other
approvals. The Purchase Agreement is expected to close on or about
September 30, 2020.
Xxxxxx
also announces that it has engaged Commodity-TV and Rohstoff-TV
(C&R-TV) for a subsequent three-month period to assist with
Xxxxxx's investor relations activities. Pursuant to an agreement
commencing September 14, 2020, Canarc will pay C&R-TV 9,000
euros, plus expenses. C&R-TV is based in Switzerland and will
introduce Canarc to its European investor network by recording,
translating, broadcasting and disseminating on its digital
platforms Canarc news, articles, interviews and
webinars.
About the Lightning Tree Property, Idaho
The
property consists of four unpatented claims in section 34 of
08/T20N/R18E, 38 km SW of Salmon in Lemhi County, Idaho. The lands
are administered by the US Forest Service.
The
claims lie along the regional, northeast-trending Trans-Challis
structural zone and mineral belt adjoining the south side of the
Xxxxxxxx gold deposit (Bravura Ventures), approximately 25 km
southwest of Beartrack deposit (Meridian Gold) and 70 km northeast
of Grouse Creek deposit (Hecla Mining).
The
property contains northwest-striking epithermal quartz-adularia
veins along the Xxxxxxx fault zone separating the Apple Creek
Formation siltstones to northeast from the Challis volcanics to the
southwest. Six rock-chip samples collected by the Company in 2010
returned high-grade gold assay results. There is no evidence of
historic drilling on the claims.
Lightning Tree is
one of 14 mineral properties and two royalties in the American
Innovative Minerals (“AIM”) USA gold package acquired
by Canarc in 2017 and is one of four AIM properties that have since
been leased or optioned out by the Company to third parties wanting
to explore and earn interests in Canarc’s Nevada/Idaho
portfolio.
The
Company continues to receive expressions of interest in seven
properties in Nevada that are available for option, lease or
purchase. Canarc is focused on creating shareholder value by
advancing its attractive Canadian gold projects and acquiring new
gold properties with exciting discovery potential.
"Xxxxx Xxxxxxxx”
____________________
Xxxxx Xxxxxxxx, Chief Executive
Officer
About Canarc - Canarc Resource Corp. is
a growth-oriented gold exploration company focused on generating
superior shareholder returns by discovering, exploring and
developing strategic gold deposits in North America. The
Company is currently advancing two core assets, each with
substantial gold resources, and has initiated a high impact
exploration strategy to acquire and explore new properties that
have district-scale gold discovery potential. Canarc shares
trade on the TSX: CCM and the OTCQB: CRCUF.
For More Information - Please contact:
Xxxxx
Xxxxxxxx, CEO
Toll
Free: 0-000-000-0000
Tel: (000)
000-0000
Cell: (000)
000-0000
Email:
xxxxx@xxxxxx.xxx
Website:
xxx.xxxxxx.xxx
Cautionary Note Regarding Forward-Looking Statements
This news release contains “forward-looking statements”
within the meaning of the United States private securities
litigation reform act of 1995 and “forward-looking
information” within the meaning of applicable Canadian
securities legislation. Statements contained in this news release
that are not historic facts are forward-looking information that
involves known and unknown risks and uncertainties. Forward-looking
statements in this news release include, but are not limited to,
statements with respect to the closing of the Purchase Agreement,
the preparation of a NI 31-101 technical report for the Property
and obtaining the necessary regulatory approvals for the Purchase
Agreement. In certain cases, forward-looking statements can be
identified by the use of words such as "plans", "has proven",
"expects" or "does not expect", "is expected", "potential",
"appears", "budget", "scheduled", "estimates", "forecasts", "at
least", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or state that
certain actions, events or results "may", "could", "would",
"should", "might" or "will be taken", "occur" or "be
achieved".
Forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Such risks
and other factors include, among others, risks related to
regulatory approvals, risks related to the uncertainties inherent
in the estimation of mineral resources; commodity prices; changes
in general economic conditions; market sentiment; currency exchange
rates; the Company's ability to continue as a going concern; the
Company's ability to raise funds through equity financings; risks
inherent in mineral exploration; risks related to operations in
foreign countries; future prices of metals; failure of equipment or
processes to operate as anticipated; accidents, labor disputes and
other risks of the mining industry; delays in obtaining
governmental approvals; government regulation of mining operations;
environmental risks; title disputes or claims; limitations on
insurance coverage and the timing and possible outcome of
litigation. Although the Company has attempted to identify
important factors that could affect the Company and may cause
actual actions, events or results to differ materially from those
described in forward-looking statements, there may be other factors
that cause actions, events or results not to be as anticipated,
estimated or intended. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Accordingly, do not place undue
reliance on forward-looking statements. All statements are made as
of the date of this news release and the Company is under no
obligation to update or alter any forward-looking statements except
as required under applicable securities laws.