MONTREAL, QC / ACCESSWIRE / October 17, 2018 / The letterof agreement announced by Sphinx Resources Ltd. ("Sphinx") (TSX-V: SFX) onMay 8, 2018, has been finalized into a definitive joint venture agreement (the"Joint Venture Agreement") between Sphinx and Osisko Metals Incorporated (TSX-V:OM) with the objective to explore for zinc in highly prospective areas of theGrenville geological province in southern Quebec (the "Grenville Zinc Project").
Under theterms of the Joint Venture Agreement each of Sphinx and Osisko Metals agree to:
- makeinitial committed expenditures of $ 1,250,000 by each participant over the nextfive (5) years including $ 100,000 each during the first year;
- createa joint management committee to design and oversee the exploration program;
- haveSphinx act as operator of the Grenville Zinc Project during the explorationperiod; and
- aprovision whereby if a participant's interest dilutes to 10% or less, itsinterest shall be converted to a 2% net smelter return royalty (the "Dilution Royalty").A participant will only have the right to a Dilution Royalty as long asits proportionate share of the initial committed expenditures has been paid infull to the joint venture. If at any time, the Dilution Royalty holder receivesa bona fide offer to purchase all or a portion of the DilutionRoyalty and the Dilution Royalty holder is prepared to accept such offer, thenon-diluted party shall have the right of first refusal to purchase the DilutionRoyalty (or, if the offer is for less than all of the Dilution Royalty, theportion of the Dilution Royalty to which the offer relates), at the same priceand on the same terms and conditions.
During recent months, Sphinx and OsiskoMetals have worked together to design an exploration program which aims to discoverBalmat-type or Broken Hill-type zinc deposits within this promising region. Pursuantto the Joint Venture Agreement to explore for zinc in the Grenville geologicalprovince, all other mining claims already held by Osisko Metals and Sphinx inthe province of Quebec are excluded from this agreement. The excluded claims comprisethe claims held by Sphinx in the large "Ziac" zinc district and those of thejoint venture between Sphinx and SOQUEM on the Calumet-Sud project (see press releases of September 5, 2017and August 30, 2018).
The technical information presented in this pressrelease has been approved by Normand Champigny, President and Chief ExecutiveOfficer of Sphinx, and a Qualified Person as defined by NI 43-101. Thetransaction is an exempt transaction under Policy 5.3 of the TSX VentureExchange.
Osisko Metals is a Canadian exploration anddevelopment company creating value in the base metal space with a focus on zincmineral assets. The Company controls Canada's two premier historical zincmining camps, namely the Pine Point Mining Camp ("PPMC") located in theNorthwest Territories (22,000 ha) and the Bathurst Mining Camp ("BMC"), located innorthern New Brunswick (63,000 ha). The Company iscurrently drilling in both camps for a combined total 100,000 metre drillprogram.The focus of these programs isto upgrade historical resources to NI43-101 standards and also to pursueexploration around historical deposits. Brownfield exploration includesinnovative 3D compilation techniques, updated geological interpretation, andmodern geophysics. In Québec, the Company owns 42,000 hectares that cover 12grass-root zinc targets that will be selectively advanced through exploration.In parallel, Osisko Metals is monitoring several base metal-oriented peers foropportunities.
About Québec andSphinx
Quebec has established itself as one of the world's most attractive mining jurisdictions, ranking 6thglobally (Fraser Institute press release, February 22 2018). The Quebecgovernment has created market confidence by following a proactive approach tomining policy. Quebec's mining sector has alsobeen encouraged by the clarity and certainty of the legal and regulatoryframework adopted by its government. Sphinx is engaged in the generation andacquisition of exploration projects in Québec with a focus on zinc.
For furtherinformation, please consult Sphinx's website or contact:
Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term is defined in the policies of theTSX Venture Exchange) accepts responsibility for the adequacy or accuracy ofthis release.
This press release maycontain forward-looking statements that are subject to known and unknown risksand uncertainties that could cause actual results and activities to varymaterially from targeted results and planning. Such risks and uncertaintiesinclude those described in Sphinx's periodic reports including the annualreport or in the filings made by Sphinx from time to time with securitiesregulatory authorities.
SOURCE: Sphinx Resources Ltd.