Core Gold Inc. (fka CGLDF)

[NYBob]

Lundin Gold Recommences Ecuador Gold Mine Operations Paul Pl
Lundin Gold Recommences Ecuador Gold Mine Operations
Paul Ploumis
By Paul Ploumis
ScrapMonster Author




The company forecasts the gold production from the mine to range between 150,000 to 170,000 ounces during the second half of the year.


Lundin Gold Recommences Ecuador Gold Mine Operations
SEATTLE (Scrap Monster): Lundin Gold Inc. announced that operations at its Frute del Norte gold mine in Ecuador has resumed.

According to company press release, the regular shipping of concentrate to the port will begin over the next few days. The current rate of processing of ore from stockpile is expected to ramp up from current levels of 2,800 tonnes per day to 3,500 tonnes per day over the next two months. The ore production is expected to ramp up over the next three months. The works on the South Ventillation Raise (SVR) is anticipated to be completed in Q4 2020, the progress of which is unlikely to impact 2020 production plan.

ALSO READ:

Lundin Gold Mine Produced 51,320 Ounces of Gold

Ecuador Restarts Halted Mining Operations

Ron Hochstein, President and CEO of Lundin Gold thanked the efforts and dedication of all its staff during the challenging times, which were critical in ensuring a safe restart of operations.

The company forecasts the gold production from the mine to range between 150,000 to 170,000 ounces during the second half of the year. The average mill production in H2 2020 is projected at 3,200 tonnes per day. The average gold recovery is expected to be approximately 85% during this period. The AISC is expected to range between $770 and $850 per ounce of gold sold. The total annual gold production is estimated to total around 200,000 and 220,000 ounces.

https://www.scrapmonster.com/news/-/1/75958

https://investorshub.advfn.com/Core-Gold-Inc-(fka-CGLDF)-33112/

https://investorshub.advfn.com/LUNDIN-GOLD-FTMNF-31153/

https://stockhouse.com/companies/bullboard?symbol=t.lug&postid=31228890


https://stockhouse.com/companies/bullboard?symbol=cgldf&source=bullboard

God Bless

[NYBob]

Lundin Gold Recommences Ecuador Gold Mine Operations
Paul Ploumis
By Paul Ploumis
ScrapMonster Author




The company forecasts the gold production from the mine to range between 150,000 to 170,000 ounces during the second half of the year.


Lundin Gold Recommences Ecuador Gold Mine Operations
SEATTLE (Scrap Monster): Lundin Gold Inc. announced that operations at its Frute del Norte gold mine in Ecuador has resumed.

According to company press release, the regular shipping of concentrate to the port will begin over the next few days. The current rate of processing of ore from stockpile is expected to ramp up from current levels of 2,800 tonnes per day to 3,500 tonnes per day over the next two months. The ore production is expected to ramp up over the next three months. The works on the South Ventillation Raise (SVR) is anticipated to be completed in Q4 2020, the progress of which is unlikely to impact 2020 production plan.

ALSO READ:

Lundin Gold Mine Produced 51,320 Ounces of Gold

Ecuador Restarts Halted Mining Operations

Ron Hochstein, President and CEO of Lundin Gold thanked the efforts and dedication of all its staff during the challenging times, which were critical in ensuring a safe restart of operations.

The company forecasts the gold production from the mine to range between 150,000 to 170,000 ounces during the second half of the year. The average mill production in H2 2020 is projected at 3,200 tonnes per day. The average gold recovery is expected to be approximately 85% during this period. The AISC is expected to range between $770 and $850 per ounce of gold sold. The total annual gold production is estimated to total around 200,000 and 220,000 ounces.

https://www.scrapmonster.com/news/-/1/75958

https://investorshub.advfn.com/Core-Gold-Inc-(fka-CGLDF)-33112/

https://investorshub.advfn.com/LUNDIN-GOLD-FTMNF-31153/

[NYBob]

Titan Minerals is an exploration and development company foc


Titan Minerals is an exploration and development company focussed on exploring and delineating potential Tier One projects in Ecuador’s southern Andean copper-gold belt.

The Company’s flagship assets are Dynasty, Copper Duke and Linderos.


https://www.titanminerals.com.au/

[NYBob]

Titan plans Peruvian divestment after Core Gold acquisition

https://www.kitco.com/news/2020-05-26/Titan-plans-Peruvian-divestment-after-Core-Gold-acquisition.html


Kitco News Kitco News
Tuesday May 26, 2020 21:24

Kitco NewsShare this article:
Since acquiring Core Gold in January, Titan Minerals (ASX:TTM) said today that it plans to focus on the exploration and development of the Dynasty Gold Project and Copper Duke Project, both in Ecuador.

The company is recommencing exploration at Dynasty in the second quarter of 2020 with a focus to deliver a JORC resource during Q4 2020.

Titan said it retained Bacchus Capital Advisers to help it divest some of its Peruvian and non-core assets.

By Kitco News
For Kitco News

Contact [e-mail]
www.kitco.com


https://www.kitco.com/news/2020-05-26/Titan-plans-Peruvian-divestment-after-Core-Gold-acquisition.html

[NYBob]

Lundin Gold Inc. Announces C$50 Million Bought Deal Financing

https://www.investegate.co.uk/article.aspx?id=20200526123002H5873


Lundin Gold Inc. Announces C$50 Million Bought Deal Financing

VANCOUVER, British Columbia, May 26, 2020 (GLOBE NEWSWIRE) -- Lundin Gold Inc. ("Lundin Gold" or the "Company") (TSX: LUG, Nasdaq Stockholm: LUG) has announced today that it has entered into an agreement with BMO Capital Markets (“BMO”), under which BMO has agreed to buy on a bought deal basis 4,150,000 common shares (the “Common Shares”), at a price of C$12.05 per Common Share for gross proceeds of approximately C$50 million (the “Offering”). The Company has granted BMO an option, exercisable at the offering price for a period of 30 days following the closing of the Offering, to purchase up to an additional 15% of the Offering to cover over-allotments, if any. The offering is expected to close on or about June 11, 2020 and is subject to Lundin Gold receiving all necessary regulatory approvals.

Newcrest Mining Limited, which currently holds approximately 32% of the Company’s issued and outstanding shares through a wholly-owned subsidiary, has exercised its pre-emptive participation rights in the Offering, along with Orion Mine Finance, which currently holds approximately 11% of the Company’s issued and outstanding shares. The Company expects that Zebra Holdings and Investments S.à.r.l, Lorito Holdings S.à.r.l and/or Nemesia S.à.r.l (the “Lundin Family Trusts”), which collectively hold approximately 27% of the Company’s issued and outstanding shares, will participate in the financing at their collective pro-rata shareholdings.

The net proceeds of the offering will be used to study increased throughput, future resource expansion, potential COVID-19 related costs and for general working capital purposes.

The Common Shares will be offered by way of a short form prospectus in all of the provinces and territories of Canada other than Quebec and may also be offered by way of private placement in the United States pursuant to exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended, and applicable U.S. state securities laws.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Lundin Gold

Lundin Gold, headquartered in Vancouver, Canada, owns the Fruta del Norte gold mine in southeast Ecuador. Fruta del Norte is among the largest and highest-grade gold deposits in the world.

The Company's board and management team have extensive expertise in mine operations and are dedicated to operating Fruta del Norte responsibly. The Company operates with transparency and in accordance with international best practices. Lundin Gold is committed to delivering value to its shareholders, while simultaneously providing economic and social benefits to impacted communities, fostering a healthy and safe workplace and minimizing the environmental impact. The Company believes that the value created through the operation of Fruta del Norte will benefit its shareholders, the Government and the citizens of Ecuador.

Additional Information

The information in this release is subject to the disclosure requirements of Lundin Gold under the EU Market Abuse Regulation. This information was publicly communicated on May 26, 2020 at 4:25 a.m. Pacific Time through the contact persons set out below.

For more information, please contact

Lundin Gold Inc.
Ron F. Hochstein
President and CEO
[phone]
[phone]

Lundin Gold Inc.
Sabina Srubiski
Manager, Investor Relations
[phone]
[e-mail]
www.lundingold.com

Follow Lundin Gold on Twitter

Lundin Gold Inc. Announces C$50 Million Bought Deal Financing


VANCOUVER, British Columbia, May 26, 2020 (GLOBE NEWSWIRE) -- Lundin Gold Inc. ("Lundin Gold" or the "Company") (TSX: LUG, Nasdaq Stockholm: LUG) has announced today that it has entered into an agreement with BMO Capital Markets (“BMO”), under which BMO has agreed to buy on a bought deal basis 4,150,000 common shares (the “Common Shares”), at a price of C$12.05 per Common Share for gross proceeds of approximately C$50 million (the “Offering”). The Company has granted BMO an option, exercisable at the offering price for a period of 30 days following the closing of the Offering, to purchase up to an additional 15% of the Offering to cover over-allotments, if any. The offering is expected to close on or about June 11, 2020 and is subject to Lundin Gold receiving all necessary regulatory approvals.

Newcrest Mining Limited, which currently holds approximately 32% of the Company’s issued and outstanding shares through a wholly-owned subsidiary, has exercised its pre-emptive participation rights in the Offering, along with Orion Mine Finance, which currently holds approximately 11% of the Company’s issued and outstanding shares. The Company expects that Zebra Holdings and Investments S.à.r.l, Lorito Holdings S.à.r.l and/or Nemesia S.à.r.l (the “Lundin Family Trusts”), which collectively hold approximately 27% of the Company’s issued and outstanding shares, will participate in the financing at their collective pro-rata shareholdings.

The net proceeds of the offering will be used to study increased throughput, future resource expansion, potential COVID-19 related costs and for general working capital purposes.

The Common Shares will be offered by way of a short form prospectus in all of the provinces and territories of Canada other than Quebec and may also be offered by way of private placement in the United States pursuant to exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended, and applicable U.S. state securities laws.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Lundin Gold

Lundin Gold, headquartered in Vancouver, Canada, owns the Fruta del Norte gold mine in southeast Ecuador. Fruta del Norte is among the largest and highest-grade gold deposits in the world.

The Company's board and management team have extensive expertise in mine operations and are dedicated to operating Fruta del Norte responsibly. The Company operates with transparency and in accordance with international best practices. Lundin Gold is committed to delivering value to its shareholders, while simultaneously providing economic and social benefits to impacted communities, fostering a healthy and safe workplace and minimizing the environmental impact. The Company believes that the value created through the operation of Fruta del Norte will benefit its shareholders, the Government and the citizens of Ecuador.

Additional Information

The information in this release is subject to the disclosure requirements of Lundin Gold under the EU Market Abuse Regulation. This information was publicly communicated on May 26, 2020 at 4:25 a.m. Pacific Time through the contact persons set out below.

For more information, please contact

Lundin Gold Inc.
Ron F. Hochstein
President and CEO
[phone]
[phone]

Lundin Gold Inc.
Sabina Srubiski
Manager, Investor Relations
[phone]
[e-mail]
www.lundingold.com

Follow Lundin Gold on Twitter

[NYBob]

https://www.titanminerals.com.au/

[NYBob]

Symbol : CGLD .V
.
https://www.siliconinvestor.com/subject.aspx?subjectid=56457

Core Gold Inc. is a Canadian based mining company involved in the exploration,
development and production of gold and silver at 3 established projects in Ecuador.

.

Exploration is planned for some of the other projects the company holds in
Dynasty Copper-Gold Belt in southern Ecuador, including the Linderos Project and
the Copper Duke Project.

.

6 million ounces of gold and 27 million ounces of silver in 43-101 compliant resources

.
**SCROLL TO THE BOTTOM OF THIS PAGE FOR THE INVESTOR FORUM**

.

Company web site :

coregoldinc.com

.


Short videos of mining operations at Dynasty Goldfields and processing plant at Portovelo:

coregoldinc.com



Company Twitter account:

twitter.com

.

Corporate Presentation (September 2019)

coregoldinc.com



Dynasty Goldfields Project :

Commenced mining operations at Dynasty Goldfields Project in early January 2017.
Mining and transportation of ore was contracted out from 2016 until March 2019.
Ore transported approximately 180 km by road to Portovelo processing facility.
Production from a number of small open pits, Portovelo mill currently processing 750 - 800 tpd .
.



Resources:

Measured: 2,909,000 tonnes grade, 4.7 gpt au, 38.1 gpt ag : 437,000 oz au, 3,567,000 oz ag
Indicated: 3,958,000 tonnes grade, 4.6 gpt au, 38.3 gpt ag : 585,000 oz au, 4,936,000 oz ag
Inferred: 7,825,000 tonnes grade, 4.4 gpt au, 38.5 gpt ag : 1,118,000 oz au, 9,901,000 oz ag



Dynasty Goldfields Technical Report :
coregoldinc.com

(See pages 47 - 51 for table of grades and resources by vein)

.
General location of Core Gold Projects in the Dynasty Gold-Copper Belt in Southern Ecuador


https://www.siliconinvestor.com/subject.aspx?subjectid=56457

[NYBob]

https://www.coregoldinc.com/news-releases/2020/core-gold-shareholders-approve-consolidation/

MAY 13, 2020
View PDF Version
CORE GOLD SHAREHOLDERS APPROVE CONSOLIDATION
Vancouver, B.C., May 13, 2020 – Core Gold Inc. ("Core Gold" or the "Company") (TSX-V: CGLD, OTCQX: CGLDF) is pleased to announce that at the special meeting (the "Meeting") of shareholders ("Shareholders") of the Company held earlier today on May 13, 2020, the Shareholders passed a special resolution (the "Consolidation Resolution") approving, among other things: the proposed consolidation (the "Consolidation") of the common shares of the Company ("Common Shares"); and the voluntary delisting of the Common Shares (the "Delisting") from the TSX Venture Exchange (the "TSXV") following completion of the Consolidation, which was originally announced on April 14, 2020.

The Consolidation Resolution was approved at the Meeting by 99.31% of the votes cast by all Shareholders and 99.27% of the votes cast by Shareholders other than votes attached to Common Shares required to be excluded pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.

The Consolidation has been conditionally accepted by the TSXV and completion of the Consolidation and Delisting is expected to become effective at or around the close of trading on the TSXV on Tuesday, May 19, 2020 (subject to review by the TSXV). Trading in the Common Shares on the TSXV is expected to be halted from the close of trading on Thursday, May 14, 2020 at the Company's request. In addition, the Company intends to apply to the relevant provincial securities commissions to cease to be a reporting issuer.

Under the Consolidation, the Common Shares will be consolidated on the basis of 75,000,000 pre-Consolidation Common Shares for one (1) post-Consolidation Common Share and any fractional Common Shares remaining after the Consolidation that are less than one half (½) of a Common Share will be automatically cancelled. The Consolidation is a going-private transaction for the Company that will result in Titan Minerals Limited ("Titan") becoming the sole Shareholder of the Company. The pre-Consolidation Common Shares held by all Shareholders other than Titan ("Minority Shareholders") will be consolidated into less than one half (½) of a post-Consolidation Common Share will be cancelled. Minority Shareholders will be entitled to receive 3.1 ordinary shares in the capital of Titan for each Common Share held immediately prior to the Consolidation being effected.

Registered Shareholders other than Titan should refer to the letter of transmittal which accompanied the management information circular dated April 9, 2020 in respect of the Meeting (the "Circular") for instructions on how to exchange existing share certificate(s) for the consideration to which they are entitled under the Consolidation. A letter of transmittal is also available under the Company's SEDAR profile at www.sedar.com.

Further details concerning the Consolidation may be found in the Company's news release dated April 14, 2020 and the Circular, both of which are available under the Company's SEDAR profile at www.sedar.com.

About Core Gold Inc.

The Company is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production at its wholly-owned Dynasty Goldfield Project. Mineral is treated at the Company's wholly-owned Portovelo treatment plant. The Company also owns other significant gold exploration projects including the Linderos and Copper Duke area in southern Ecuador all of which are on the main Peruvian Andean gold-copper belt extending into Ecuador.

For further information please contact:

Mr. Mark Bailey, CEO, Director
Suite 1201 – 1166 Alberni Street
Vancouver, B.C. V6E 3Z3
Phone: [phone]
Email: [e-mail]

Cautionary Notice:

This news release contains "forward looking statements" and "forward looking information" under applicable securities laws (collectively the "forward-looking statements"), which are prospective in nature, relating, but not limited to, the Consolidation and the expectations, intentions, plans and beliefs of Core Gold. Forward-looking statements are prospective in nature and can often be identified by forward looking words such as "anticipate", "believe", "expect", "goal", "plan", "intend", "estimate", "optimize", or "may" or similar words suggesting future outcomes or other expectations, intentions, plans, beliefs, objectives, assumptions or statements about future events or performance. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual events, results performance or achievements to be materially different from any future events, results, performance or achievements expressed or implied by the forward-looking statements. Assumptions upon which forward-looking statements related to the Consolidation and Delisting are based include, without limitation, that Titan will be have authorized the issuance of the Titan ordinary shares to be received by Minority Shareholders on or before May 19, 2020 and that the TSXV process for the Consolidation and Delisting to become effective will proceed as expected. Many of these assumptions are based on factors and events that are not within the control of the Core Gold and may not prove to be correct. Should one or more of these factors or events fail to materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as anticipated, believed, expected, planned, intended or estimated. Factors that could cause actual events or results to vary materially from results anticipated by such forward looking statements include, but are not limited to: the parties' ability to consummate the Consolidation and Delisting within the anticipated time schedule. Core Gold cautions that the list of forward-looking statements, risks and assumptions set forth or referred to above is not exhaustive. All forward looking statements in this news release are qualified by these cautionary statements. These statements are made as of the date of this news release and the Core Gold does not undertake to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent expressly required by law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

View previous (May 13, 2020)
Return to the news release list
View next
2020
2019
2018
2017
2016
2015
2014
2013
2012
2011
2010
2009
2008
2007
2006
2005
2004
2003
STAY INFORMED
Subscribe for email updates
Email*
First Name
Last Name

Core Gold Inc.
https://www.coregoldinc.com/news-releases/2020/core-gold-shareholders-approve-consolidation/

[NYBob]

Core Gold Inc. home site -

https://www.coregoldinc.com/investors/media/

[Buckey]

wow is all I say this was actually trading a bit between 8 cents and ten cents. I have seen different twists so you would of had to had 38 million shares. seems almost illegal

[Renee]

CGLDF: Effective May 20,2020 company going private. 1-75,000,000 R/S; any fractional Common Shares remaining after the Consolidation that are less than one half ( 1/2 ) of a Common Share will be automatically cancelled.

https://otce.finra.org/otce/dailyList?viewType=Deletions

[DeerBalls]

Thanks, Bob! I will probably be hitting you up on Core Gold, as well as on your thoughts in general for gold/silver! Hope you don't mind!

Hope you are well, maga and thanks, again!

[NYBob]

Hi DB, well it's some news here AT ihub and
more news at STH....

https://stockhouse.com/companies/quote?symbol=v.cgld

https://stockhouse.com/companies/bullboard?symbol=v.cgld

its a Titan comp. from Australia who
want to take over CGLDF/CGLD Core Gold and
tells us they bought about 90% of the shares -
and it's in the news releases etc.

[DeerBalls]

Hi, Bob. Hope you are well.

What is your call on the big drawdown in both gold/silver, the middle of March? It surprised me.

Anything you could tell me on Core Gold?

Thank you, sir!

[NYBob]

Core Gold Inc (QX) (CGLDF)
0.10995 ? 0.01935 (21.36%)
Volume: 4,000 @04/30/20 9:55:15 AM EDT
Bid Ask Day's Range
0.0951 0.1146 0.10995 - 0.10995
CGLDF Detailed Quote

[bigone]

All of us are well, thank you. Six cases so far with one death in our small town of 24,000 along the Mississippi River in eastern Iowa.

[NYBob]

bigone thank you, I trust Father God and the remedies He made for us -
what about you and your family I hope all very well -

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=150840402

Core Gold Inc (QX) (CGLDF)
0.0956 ? 0.0 (0.00%)
Volume: 0 @-
Bid Ask Day's Range
0.0723 0.0974 - - -
CGLDF Detailed Quote

God Bless

[bigone]

How are you and yours coping with the situation in NY?

[NYBob]

Piggott exits Core Gold -

Ecuador-focused producer Core Gold (TSX-V: CGLD) says former CEO Keith Piggott has resigned from the board.

https://www.mining-journal.com/leadership/news/1384024/piggott-exits-core-gold

[NYBob]

Core Gold Inc V.CGLD Alternate Symbol(s): CGLDF
Core Gold Inc V.CGLD
Alternate Symbol(s): CGLDF

Core Gold Announces Drilling Results From 3 Diamond Drill Holes at the Cerro Verde Target Area of the Dynasty Goldfield Project
VANCOUVER, British Columbia,
Jan. 07, 2020 (GLOBE NEWSWIRE) --

Core Gold Inc. ("Core Gold" or the "Company") (TSX-V: CGLD, OTCQX: CGLDF) is pleased to provide an update on its 100%-owned Dynasty Goldfield Project (“Dynasty Goldfield” or the “Project”) located in the province of Loja in Southern Ecuador.

As previously announced by the Company on September 9, 2019, Core Gold renewed exploration efforts on the Dynasty Goldfield Project, specifically drilling in the Cerro Verde Target area (“Cerro Verde”) with future plans to expand over the adjacent Dynasty Goldfield targets.

Highlights*:

• Hole CDH-100 - Iguana Vein: 5.70m @ 3.43 g/t Au ; 38 g/t Ag
(True width: 3.89m)

• Hole CDH-101 - Foto Vein: 1.95m @ 3.56 g/t Au; 34 g/t Ag,
(True width: 0.92m)
- Hydrothermal Breccia: 25.68 @ 1.01 g/t Au; 9 g/t Ag
(True width: n/a**)

• Hole CDH-102 - Brecha Vein: 6.15m @ 4.13 g/t Au; 13 g/t Ag,
(True width: 3.89m)
- Comanche Vein: 9.31m @ 2.31 g/t Au; 14 g/t Ag
(True width: 9.11m)
* Intervals correspond to drilled vein intervals; but figures (2 to 4) show the true widths of structures.

** Note: True width not applicable as the shape of this mineralized breccia body is unknown.

In the 2019 drilling campaign, 3,850 metres (m) of shallow near-surface diamond core holes (37) were completed, primarily directed for mine planning in Cerro Verde target with depths ranging from 26.4m to 200.65m. Three drill holes (CDH-100, CDH-101, CDH-102 – see Table 1 and Figures 1 to 4) within Cerro Verde were designed to extend previously identified mineralization in the Cerro Verde. Samples from these three holes were assayed by a certified, independent lab (Bureau Veritas - Inspectorate) to provide certified assaying. All 3 holes successfully intercepted mineralized structures at Cerro Verde Prospect showing open mineralization to the northeast-southwest direction and at depth.

Comprehensive exploration drilling and geochemical sampling has been restricted due to the Company’s limited financial resources. Mineralized intervals from 15 additional holes completed in 2019 have been sent to an independent lab for certified assaying and are expected in early Q1 2020.

“Shallow drilling has been executed to both, facilitate ongoing mine planning and extend and identify new mineralized targets. Drill holes CDH-100, CDH-101 and CDH-102 were targeted to extend mineralization down dip and test veins over 2km of the Cerro Verde prospect. Drill hole CDH-101 extended the Foto Vein 60m beneath the present mine level and confirmed the occurrence of a deeper hydrothermal breccia zone previously identified in CV19-28. Drilling was terminated in mineralization at 120.68m with the last two sample intervals assaying 6.69 g/t and 3.23 g/t gold. Dynasty Goldfield has obtained positive results in this year’s program. Plans and budget for the 2020 exploration drilling at Dynasty Goldfield have not been finalized,” said Mark Bailey, CEO and Director of Core Gold.

Overview of Cerro Verde

Located at the western extent of the 9km long zone of veining at Dynasty Goldfield, Cerro Verde is a 1.8km by 1.8km drilled vein array with high grade quartz hosted gold & silver mineralization associated with localized stockwork, breccia, and disseminated style gold mineralization proximal to veining, which remains open along strike to the east and southwest. Current mining from the Dynasty Goldfield Project is focused on a small portion of the Cerro Verde area with this small-scale open-pit production from the Cerro Verde area.

Drilling at Cerro Verde

The following Table 1 indicates the assay intervals from holes CDH-100, CDH-101, CDH-102:

Drill Hole Vein From (m) To (m) Inclined Width (m) True Width (m) Au Grade (g/t) Ag Grade (g/t)
CDH-100 Iguana Vein 111.90 117.60 5.70 3.89 3.43 38
including 111.90 113.10 1.20 0.82 5.47 27
113.10 114.25 1.15 0.78 1.31 17
114.25 115.50 1.25 0.85 4.75 95
116.20 117.60 1.40 0.95 3.79 31
CDH-101 Foto Vein 82.58 84.53 1.95 0.92 3.56 34
including 82.58 83.53 0.95 0.45 5.52 49
83.53 84.53 1.00 0.47 1.69 20
Breccia Zone* 95.00 120.68 25.68 n/a 1.01 9
including 104.75 105.55 0.80 n/a 1.27 1
109.15 110.22 1.07 n/a 2.60 10
110.22 111.68 1.46 n/a 2.26 60
115.00 116.30 1.30 n/a 4.35 33
116.30 117.68 1.38 n/a 2.50 40
119.18 119.93 0.75 n/a 6.69 5
119.93 120.68 0.75 n/a 3.23 5
CDH-100 Brecha Vein 51.11 57.26 6.15 3.89 4.13 13
including 53.73 55.76 2.03 1.38 11.70 16
Comanche Vein 97.07 106.38 9.31 9.11 2.31 14
including 99.01 99.46 0.45 0.44 1.02 4
99.46 101.09 1.63 1.59 6.90 16
101.09 102.65 1.56 1.53 3.27 37
102.65 104.38 1.73 1.69 1.57 12

Table 1 – Assay Results from Diamond Drill Holes at Cerro Verde at Dynasty Goldfield
*Note: True width not applicable as the shape of this mineralized breccia body is unknown.

Overview of Dynasty Goldfield

The Dynasty Goldfield Project covers an area of 13,909 hectares within 5 mining concessions. According to the NI 43-101 report from Maynard A. (2018), the project area hosts 201 historical drill holes totaling 26,734 m of diamond core drilling (excluding the 2019 drill campaign of 37 holes for 3,850 m). Historical drilling was completed on variable spacing extending over 9 km of mineralized strike as mapped and defined from surface soil, rock chip and channel sampling work completed from 2004 through 2007 by Dynasty Metals & Mining. In early 2017 the Company completed a name change to Core Gold Inc. and commenced small-scale production at the Dynasty Goldfield Project.

The Dynasty Goldfield Project is part of the larger Dynasty copper-gold belt extending north from Peru. The Dynasty copper gold belt lies within the compressional Inter-Andean Graben that is bounded by regional scale faults. The graben is composed of thick Oligocene to Miocene volcano-sedimentary sequences that cover the Chaucha, Amotape and Guamote terrains. This structural zone hosts several significant epithermal, porphyry, mesothermal, S type granitoid, VHMS and ultramafic/ophiolite precious metal and base metal mineral deposits.

The western side of the Dynasty concessions include volcanic rocks (breccias and andesitic lavas) belonging to the Cretaceous to Palaeocene Pisayambo Volcanics and Celica Formation which has been intruded locally by dioritic rocks and mesothermal-epithermal gold bearing quartz veins and veinlets with occasional calcite-barite veins to the south, southeast and west. As many as 110 mineralized veins of varying thicknesses and without preferred orientation have been identified at the Dynasty Goldfield.

The mineralized veins in the volcanics mainly occur along a faulted zone near and sub-parallel to the contact with the Cretaceous Tangula Batholith outcropping to the east and south of the concessions.

Photos accompanying this announcement are available at:

https://www.globenewswire.com/NewsRoom/AttachmentNg/07fcf8b3-f98b-40b5-9c86-e3bf4b5451c4

https://www.globenewswire.com/NewsRoom/AttachmentNg/037830ef-4078-43c3-98b0-cdc18112fc52

https://www.globenewswire.com/NewsRoom/AttachmentNg/f0214144-8d93-4629-b41c-22810fd8b09a

https://www.globenewswire.com/NewsRoom/AttachmentNg/7ec46f2e-e165-48af-914a-861c1e1b1340

Quality Assurance and Quality Control (QA & QC)

The drilling program for 2019 was designed to intersect the mineralized structures mapped on surface, with the objective to understand the mineralization at depth. QA & QC procedures and protocols have been implemented by a certified lab to secure accuracy for these drill holes. Core samples have been shipped to Bureau Veritas Mineral Lab (Inspectorate) in Peru a certified international qualified laboratory as complying with ISO 9001:2008 (Certificate FS 34143). Fifty grams fire assay for gold (FA350-Au) and a Multi-Acid digestion ICP-ES for a package of 23 elements (4A370) were also exceuted.

Qualified Person

Mr. John E. Bolanos, who is a qualified person under NI 43-101 regulations, has reviewed and approved the technical content of this news release. Mr. Bolanos is a technical consultant to the Company, with a M.Sc. Mining Geologist (U.K.) and a Professional Geologist Eng. from The Central University of Ecuador (honours degree). He is a registered member of the Society for Mining, Metallurgy & Exploration (SME) of the United States; Director of the Ecuadorian College of Engineers in Geology, Mines, Oil and Environment; and a member of the Mining Chamber of Ecuador. He has 29 years of experience in the exploration and mining industry throughout the Americas.

About Core Gold Inc.

The Company is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production at its wholly-owned Dynasty Goldfield Project. Mineral is treated at the Company’s wholly-owned Portovelo treatment plant. The Company also owns other significant gold exploration projects including the Linderos and Copper Duke area in southern Ecuador all of which are on the main Peruvian Andean gold-copper belt extending into Ecuador.

For further information please contact:

Mr. Mark Bailey, CEO, Director
Suite 1201 – 1166 Alberni Street
Vancouver, B.C. V6E 3Z3
Phone: [phone]
Email: [e-mail]

Cautionary Notice:

This news release contains statements which are, or may be deemed to be, “forward-looking information” which are prospective in nature. Such information in this news release includes statements regarding the Company's interpretation of exploration results and the potential geological merits of the Dynasty Goldfield Project. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause Core Gold’s actual results, revenues, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Important risks that could cause Core Gold’s actual results, revenues, performance or achievements to differ materially from Core Gold’s expectations include, among other things, risks relating to the actual results of additional exploration activities; fluctuating prices in metals and other commodities; possibility of accidents, equipment breakdowns, labor disputes or other unanticipated difficulties with or interruptions in operations; exploration cost overruns; the geology, grade and continuity of mineral deposits; currency fluctuations; availability of capital and financing to maintain the Company's operations and plans; general economic, market or business conditions; regulatory changes; timeliness of government or regulatory approvals; and other risks detailed herein and as disclosed in the Company’s filings as available on SEDAR at www.sedar.com. Other than in accordance with regulatory obligations, Core Gold is not under any obligation and Core Gold expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.


Primary Logo


Figure 1


https://web.tmxmoney.com/article.php?newsid=5597816743170355&qm_symbol=CGLD


https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30736173


Drill Hole Location Map of Holes CDH-100, CDH-101 and CDH-102
Figure 2



Diamond Drill Hole CDH-100
Figure 3



Diamond Drill Hole CDH-101
Figure 4



Diamond Drill Hole CDH-102


In GOD We Trust -





https://www.kitco.com/images/live/silver.gif?0.8344882022363285









http://www.kitconet.com/images/live/au0001wb.gif


Gold & Silver is the only REAL Legal Tender -

by The Founding Fathers for your -

Rights, Liberty and Freedom -

http://www.biblebelievers.org.au/monie.htm

God Bless America
Ps.
opinion appreciated
TIA

[NYBob]

CGLD News!
posted February 22, 2020 10:14 pm by JimBrown36 (0)
ICYM l https://cutt.ly/cr0I5I3

[NYBob]

Overwhelming Support for Titan's Takeover of Core Gold
V.CGLD | 2 days ago
TITAN SECURES IN EXCESS OF 90% OF CORE GOLD

ALL OUTSTANDING CORE SHARES TO BE ACQUIRED VIA SECOND STEP TRANSACTION
HIGHLIGHTS

At final expiry of the Offer period, Core Gold shareholders have tendered a total of 90.82% of the outstanding Core Shares (1) to the Offer
Titan to take-up and pay for the Core Shares tendered prior to expiry
Upon take-up of the tendered shares, Titan will own 91.32% of Core Gold shares
Titan now intends to pursue the delisting of Core Gold, and the acquisition of all remaining Core Shares via a second step transaction
All conditions of the Offer have been met and the Offer has now closed
TORONTO, Feb. 21, 2020 (GLOBE NEWSWIRE) -- Titan Minerals Limited (the "Company" or "Titan") (ASX: TTM) is pleased to provide an update regarding its offer (the "Offer") to purchase all of the issued and outstanding common shares (the "Core Shares") of Core Gold Inc. ("Core Gold") (TSXV: CGLD) as part of its strategy to create an emerging Latin American focused gold explorer, developer and producer, with a large portfolio in Ecuador and Peru.(2)

As of the expiry of the Core Gold Offer period at 9:00 a.m. (Toronto time) on February 7th, 2020 (the “Final Expiry Time”), an additional 13,378,190 Core Gold Shares have been tendered to and taken-up by Titan under the Offer. As at the Final Expiry Time, the total number of Core Shares tendered to and taken-up by Titan under the terms of the Offer is 143,243,914 and represents 90.82% of the issued and outstanding Core Shares, such number excluding Core Shares beneficially owned or over which control or direction is exercised by Titan or any person acting jointly or in concert with Titan. With the Core Shares held by Titan prior to the commencement of the Offer, Titan will now own 91.32% of the issued and outstanding Core Shares.

There will be no further extensions to the Offer and all of the conditions of the Offer have been satisfied or waived by Titan.

In accordance with the terms of the Offer, Titan has already taken up and paid for the Core Shares that were tendered prior to the previous expiry time at 9:00 a.m. (Toronto time) January 27th, 2020 (“Previous Expiry Time”) and will immediately take-up the Core Shares that have been tendered since the Previous Expiry Time. Titan will pay for the additional Core Shares taken up as soon as possible and, in any event, not later than three business days after the additional Core Shares are taken up.

Copies of the Company’s early warning report and circular in respect of the Offer may be obtained free of charge on Core Gold’s profile on SEDAR at www.sedar.com.

Titan Managing Director Laurence Marsland said:

“Titan’s Offer for Core Gold has been overwhelmingly welcomed by Core Gold shareholders, and now paves the way for the combined company to accelerate its gold exploration, development and production plans in Ecuador and Peru. I welcome our new shareholders and look forward to updating the market on our strategy to unlock value of these combined assets.”

Having taken up more than 66.6% of the issued and outstanding Core Shares, Titan intends to take steps to acquire all of the remaining outstanding Core Shares. In due course, a Core Gold shareholders meeting will be held for the purpose of approving a second step transaction in respect of Core Gold. Titan, following the take-up of the most recently tendered Core Shares, intends to vote its 90% holdings in Core Gold in favour of the second step transaction.

Having successfully completed the Offer, Titan will take the coming weeks to work alongside the Core Gold team in order to prioritise the Companies’ combined exploration targets and to finalise the overall development strategy. As part of this process, the Company intends to conduct a strategic review on Zaruma and Portovelo.

This announcement has been approved by the Board of Directors of Titan.

Advisers

Titan has engaged Bacchus Capital Advisers Ltd as its exclusive financial and strategic adviser, from a mergers and acquisitions perspective, in connection with the Offer and the Increased Offer. Fasken Martineau DuMoulin LLP is acting as Canadian legal counsel, DLA Piper LLP (Australia) is acting as Australian legal counsel and Gryphon Advisors Inc. is acting as Information Agent.

For further information please contact:

Investors
Mr Laurence Marsland, Managing Director
Titan Minerals
E: [e-mail]
T: [phone]

Financial Advisers
Peter Bacchus
Bacchus Capital Advisers
E: [e-mail]
T: [phone]

Media
David Tasker
Chapter One Advisors
[e-mail]
T: [phone]







Chris Johannsen
Bacchus Capital Advisers
E: [e-mail]
T: [phone]

About Titan Minerals Limited

Titan is the owner and operator of a copper and gold business in a well-established mining region of Southern Peru. Titan is currently commissioning the Vista gold plant in Southern Peru. A centralised processing facility produces loaded carbon from the Carbon-in-Pulp gold circuit, with feed sourced from third party operators previously averaging 17 to 24 g/t Au head grades.

Titan’s gold assets include the wholly-owned Torrecillas exploration project and an exclusive right to acquire an 85% interest in the Las Antas gold project (refer to Titan’s ASX release dated 14 January 2019). At Torrecillas, a number of high-grade narrow gold veins have been developed and mined by Titan, and Las Antas is a key prospect within a district of high-grade gold and silver veins located within trucking distance of Titan’s Vista gold plant.

Titan is continuously evaluating projects within Peru for acquisition or joint venture to both provide additional, low cost gold and silver mineralized material feed for existing processing facilities and opportunities for processing growth and expansion. In addition, Titan shall also continue to evaluate projects elsewhere in gold, copper and other commodities to grow shareholder value.

Website: www.titanminerals.com.au

About Core Gold Inc

Core Gold is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production at its wholly-owned Dynasty Goldfield mining unit and continued development at its underground Zaruma mine. Mineral is treated at the Company’s wholly-owned Portovelo treatment plant close to the Zaruma mine operations.

The Company also owns other significant gold exploration projects including the Linderos and Copper Duke projects in southern Ecuador all of which are on the main Peruvian Andean gold-copper belt extending into Ecuador.

Core Gold is currently the largest producer of gold in Ecuador.

Website: www.coregoldinc.com


Primary Logo

GlobeNewswire
February 21, 2020 - 11:35 AM PST
Tags:
INDUSTRIAL METALS & MINERALS

[NYBob]

RE:CORE GOLD INCORPORATED - SHAREHOLDERS WHO DO NOT WISH TO TEN
Rick Rule Fireside Chat with Lundin Group Executives
8,443 views •Jan 30, 2020

https://www.youtube.com/watch?v=GRkzH3hLBdo


Cambridge House International Inc.
63K subscribers


Moderator Rick Rule has dedicated his entire adult life to many aspects of natural resource securities investing. In addition to the knowledge and experience gained in a long and focused career, he has a worldwide network of contacts in the natural resource and finance worlds. As Director, President, and CEO of Sprott US Holdings, Inc., Mr. Rule leads a highly skilled team of earth science and finance professionals who enjoy a worldwide reputation for resource investment management. Panelists: Ron Hochstein - CEO & Director, Lundin Gold Corp. Adam Lundin - President, CEO & Director, Josemaria Resources Inc. Jamie Beck - President, Filo Mining Corp. David Cates - President & CEO, Denison Mines Corp. Join us at an upcoming event! http://www.cambridgehouse.com Be part of our investment community: http://www.cambridgehouse.com/ https://twitter.com/cambridge https://www.facebook.com/cambridgehou...https://www.linkedin.com/company/camb...


https://www.youtube.com/watch?v=GRkzH3hLBdo



CORE GOLD INCORPORATED - SHAREHOLDERS WHO DO NOT WISH TO TENDER
THEIR SHARES TO THIS OFFER NEED NOT SUBMIT INSTRUCTIONS -

RE:
https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30661139

https://stockhouse.com/news/press-releases/2020/01/27/titan-minerals-receives-overwhelming-support-for-takeover-of-core-gold-more

RE: Corporate Action Notice -

BTW.
I DO NOT WISH TO TENDER AND WILL KEEP WHAT I HAVE -
TIA

In GOD We Trust -





https://www.kitco.com/images/live/silver.gif?0.8344882022363285









http://www.kitconet.com/images/live/au0001wb.gif


Gold & Silver is the only REAL Legal Tender -

by The Founding Fathers for your -

Rights, Liberty and Freedom -

http://www.biblebelievers.org.au/monie.htm

God Bless America
Ps.
opinion appreciated
TIA

[NYBob]

CORE GOLD INCORPORATED - SHAREHOLDERS WHO DO NOT WISH TO TENDER
THEIR SHARES TO THIS OFFER NEED NOT SUBMIT INSTRUCTIONS -

RE:
https://stockhouse.com/news/press-releases/2020/01/27/titan-minerals-receives-overwhelming-support-for-takeover-of-core-gold-more

RE: Corporate Action Notice -

BTW.
I DO NOT WISH TO TENDER AND WILL KEEP WHAT I HAVE -
TIA

In GOD We Trust -





https://www.kitco.com/images/live/silver.gif?0.8344882022363285









http://www.kitconet.com/images/live/au0001wb.gif


Gold & Silver is the only REAL Legal Tender -

by The Founding Fathers for your -

Rights, Liberty and Freedom -

http://www.biblebelievers.org.au/monie.htm

God Bless America
Ps.
opinion appreciated
TIA

[bigone]

Thanks NYBob.

[NYBob]

Lundin Gold CEO Looking for Acquisitions, and Open to a Takeover -
Danielle Bochove, Bloomberg News

(Bloomberg) -- With its first commercial production around the corner, Lundin Gold Inc. is looking at options to grow -- including acquisitions.

The company’s only asset, Fruta del Norte in Ecuador, will reach commercial production in the second quarter, Chief Executive Officer Ron Hochstein said Thursday in an interview at Bloomberg’s Toronto office. The low-cost mine is expected to produce more than 300,000 ounces of gold this year, and average 325,000 ounces over its expected 14-year mine life.

https://www.bnnbloomberg.ca/lundin-gold-ceo-looking-for-acquisitions-and-open-to-a-takeover-1.1379022

The company’s largest shareholder, Melbourne-based Newcrest Mining Ltd., is supportive of a potential acquisition, as is the Lundin family, also a major owner, Hochstein said. “The challenge for us is going to be finding something that’s accretive for our shareholders.”

Lundin Gold has marked out a “concentric circle” of geographic targets in which a “bulls-eye” would be a pure-play gold asset in Latin America, outside Ecuador. Beyond that, the Vancouver-based miner would look at the rest of the Americas and then the world, excluding Russia, China and the “Stans.” Meanwhile, it will focus on organic growth through additional land holdings in Ecuador, he said.

Funding an acquisition would likely not be difficult, he said, noting that the company works with seven banks and also has private equity investment through Orion Mine Finance. “Everyone seems very happy and I think if we were to do something, we’ve got the resources,” Hochstein said. “If it’s right and it’s accretive, we’ll spend what we have to spend to get it.”


Asked about the potential that Lundin Gold could be a takeover target, given a wave of M&A in the sector, Hochstein said the company would welcome a buyer if the price was good.

“That’s partly why a lot of investors invest with the Lundins; because they know if the value is right for the family, they sell,” he said. “There’s no sacred cows.”

Newcrest would be the most logical buyer, he confirmed. “But the family’s going to have to be happy with the price. We can’t have the thing where Newcrest could just continue to creep and kind of own it, and the next thing you know we’re a subsidiary of Newcrest.”

Newcrest recently increased its holdings in Lundin to 32%, while companies associated with the Lundin Family Trust also increased their stake.

Newcrest couldn’t immediately be reached for comment.

To contact the reporter on this story: Danielle Bochove in Toronto at [e-mail]

To contact the editors responsible for this story: Luzi Ann Javier at [e-mail], Steven Frank, Joe Richter

2020 Bloomberg L.P.

https://www.bnnbloomberg.ca/lundin-gold-ceo-looking-for-acquisitions-and-open-to-a-takeover-1.1379022


In GOD We Trust -





https://www.kitco.com/images/live/silver.gif?0.8344882022363285









http://www.kitconet.com/images/live/au0001wb.gif


Gold & Silver is the only REAL Legal Tender -

by The Founding Fathers for your -

Rights, Liberty and Freedom -

http://www.biblebelievers.org.au/monie.htm

God Bless America
Ps.
opinion appreciated
TIA

Happy New Year2020

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=147254618

[bigone]

Thank you for the information.

[NYBob]

RE:What happens now?
Everything is explained in the fillings. Please read by yourself before tendering your shares or making a decision.

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30551888

Essentially, as long as Titan doesn't reach 66 2/3%, Core Gold will
remain listed on the facilities of the TSXV and Titan won't be able to
proceed with a compulsory acquisition or a subsequent acquisition
transaction.

They will have to buy the remaining shares in the open market, through
privately negotiated transactions or through another takeover bid.
In other words, there is no reason to panic if you don't like the
current offer, you can just sit tight and wait for an increased offer
to come.

If you tender your shares, they will be exchanged against Titan shares
in the next days and you won't be able to benefit from an eventual
improved offer.

Please find below an exctract of the last circular

Will I have protections if Titan buys more than 50% of the Core Shares
and I don't sell?

YES. In Canada, applicable corporate law contains protections for
minority Core Shareholders, including the right, in certain
circumstances, to dissent and demand payment of their shares in cash.

If Titan is successful in acquiring in excess of 90% of the Core Shares
pursuant to the Titan Offer (other than Core Shares owned by Titan or
any affiliate at the date of the Titan Offer), Titan has disclosed an
intention to acquire the remaining Core Shares pursuant to a right of
compulsory acquisition pursuant to the Business Corporations Act
(British Columbia).

If Titan is successful in acquiring in excess of 66% of the Core Shares,
but less than 90% of the Core Shares, Titan has disclosed only that it
may pursue other means of acquiring the remaining Core Shares not
deposited under the Titan Offer pursuant to a subsequent acquisition
transaction.

You are encouraged to read Section 16 of the Titan Original Offer
Circular, "Acquisition of Core Shares Not Deposited Under the Offer"
for an explanation of Titan's intentions and the mechanics of any such
acquisition.

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30551888

Core Gold Inc.
TSXV Exchange | Jan 14, 2020, 3:32 PM EST | Real-time price

CGLD $ 0.265 RT
CHANGE
0.005 (1.9231%)
VOLUME
1,062,510
Day Low: 0.245
Day High: 0.27
52 Week Low: 0.14
52 Week High: 0.34

[bigone]

Getting to be quit a story.

[NYBob]

British Columbia Securities Commission Dismisses Complaint Regarding Titan Minerals Take-Over Offer
1 day ago from
VANCOUVER, British Columbia, Jan. 13, 2020 (GLOBE NEWSWIRE) --

Core Gold Inc. ("Core Gold" or the "Company") (TSX-V: CGLD, OTCQX: CGLDF) announces that following a hearing held on Friday, January 10, 2020 before a three member panel of the British Columbia Securities Commission ("BCSC"), the BCSC has dismissed a complaint filed by two shareholders, Mr. Keith Piggott and Strategic Resource Capital Fund LP (the "Complaining Shareholders").

The complaint alleged a number of misrepresentations in the materials filed by Titan Minerals Limited ("Titan") as part of its take-over bid to acquire all of the outstanding common shares of Core Gold ("Titan Offer").
The Complaining Shareholders had requested that the BCSC cause Titan to issue an amended take-over circular correcting the alleged misrepresentations and requiring that Titan be required to extend its take-over offer for an additional 60 days after January 14, 2020 in order to allow shareholders to react to the updated disclosure.

Both requests were dismissed by the BCSC, who will issue its reasons at a later date.

As a result, the Titan take-over offer remains open and unless extended, the Titan Offer expires at 9:00 a.m. (Toronto time) on January 14, 2020.

Core Gold also reminds its shareholders that the Board of Directors of Core Gold (the "Board"), after consultation with its independent legal advisors, by majority vote, determined to make NO RECOMMENDATION as to whether holders of Core Shares should accept or reject the Titan Offer. The reasons for the Board's decision are set forth in its Supplemental Directors' Circular dated January 3, 2020. The Board encourages Core shareholders, including those who may have already accepted the Titan Offer and who may lawfully withdraw their deposited Core Shares, to consider the Titan Offer and the information contained in the Supplemental Directors' Circular carefully and make their own decisions regarding whether or not to accept the Titan Offer.

About Core Gold Inc.

The Company is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production at its wholly-owned Dynasty Goldfield Project. Mineral is treated at the Company's wholly-owned Portovelo treatment plant. The Company also owns other significant gold exploration projects including the Linderos and Copper Duke area in southern Ecuador all of which are on the main Peruvian Andean gold-copper belt extending into Ecuador.

For further information please contact:

Mr. Mark Bailey, CEO, Director
Suite 1201 – 1166 Alberni Street
Vancouver, B.C. V6E 3Z3
Phone: [phone]
Email: [e-mail]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.


Primary Logo

GlobeNewswire
January 13, 2020 - 5:00 AM PST
Metals & Mining | Industrial Metals & Minerals | Dynasty Metals & Mining Inc.
0

https://stockhouse.com/companies/quote?symbol=v.cgld

https://stockhouse.com/companies/bullboard?symbol=v.cgld

[bigone]

Things are indeed happening.

[NYBob]

Core Gold Inc > BCSC Hearing

https://www.bcsc.bc.ca/Enforcement/Hearings/Hearing_Detail/?hfid=1343

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30536761

Tad (190)
User Actions January 09, 2020 - 07:06 PM 76 Reads
Post# 30536761
BCSC Hearing

A hearing into the Titan Minerals hostile takeover offer is scheduled for tomorrow morning at 11:00am in Vancouver

The reply I received from my filing earlier today from the British Columbia Securities Commission contained the following information:


[url=https://www.bcsc.bc.ca/Enforcement/Hearings/Hearing_Detail/?hfid=1343[/url]


https://www.bcsc.bc.ca/Enforcement/Hearings/Hearing_Detail/?hfid=1343


Titan Minerals Limited; Core Gold Inc.; Executive Director
Date Opened:
2020-01-03
Hearing Type:
Take-over bid/issuer bid
Hearing Dates:
2020-01-10;
Panel:
Judith Downes - Chair, Audrey T. Ho, Marion Shaw
Please Note:
On January 3, 2020, a group of concerned shareholders of Core Gold applied for orders pursuant to section 114 of the Securities Act. The Commission will hear the application on January 10, 2020 at 11:00am.
.


DO NOT TENDER YOUR SHARES TO THE TITAN MINERALS HOSTILE TAKEOVER OFFER.

.

GLTA

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30536761

https://www.bcsc.bc.ca/Enforcement/Hearings/Hearing_Detail/?hfid=1343

[bigone]

Getting to be an adventure.

[NYBob]

bailey2 (76) @ sth. bb....
User Actions 55 minutes ago 27 Reads
Post# 30536168

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30536168

Simple
The Zhaojin deal, a far superior deal of 33 cents cash ,
shares in a spinco company with tremendous assets with no debt,
and with cash, is extended to january 31.
Our own Board of Directors can not supress this offer,
and the facts any longer.
The only Coregold director that takes his fiduciary duties
seriously and shareholder, or shareholders have
filed complaints that are in the hands of the regulators,
as per the Coregold news release.
It will stop this charade and misrepresentaton by
both Titan minerals, and our own rogue board.
Do not tender your shares, and if you have, once this scheme
has been shut down, your shares will be unlocked by deceit ,
and you will be able to prosper in a far superior deal,
with every share holder. benefitting equally.
There is no confusion to the Zhaojin offer.
It is simple and far superior,
because it is an honest offer.
imho

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30536168

God Bless

[bigone]

Very interesting, indeed.

[NYBob]

RE: Zhaojin sends out clear message of mis-representation

They’re offering us $.33 a share for %40 of our assets, plus we
retain 100% of the highly prospective copper duke, and lindros
exploration properties, and we would be debt free
with 5 million in cash to start “spin-co”.

Sounds like an amazing deal! Cash and free rolling on “spin-co”.

Most importantly, we’d have fair and honest corporate governance
with a new board of directors and management.

Except for Keith Piggott, of course!

If these criminals don’t resign and take this deal
I’m expecting lawsuits and criminal charges.

For all the regulators have let slide for these
white collar criminals, they’ve clearly went too far.

All my opinion

Thank you Keith for all you’ve done for the honest investors out there.

The Alchemist

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30531096


https://investorshub.advfn.com/boards/read_msg.aspx?message_id=153180190

[bigone]

Maybe the offers will get revised?

[NYBob]

Zhaojin confirms interest in Core Gold, modifies offer
Chinese gold producer Zhaojin Mining has confirmed it is the other
interested party in the battle to acquire junior explorer Core Gold and
its properties in Ecuador.

Zhaojin confirms interest in Core Gold, modifies offer
Core Gold's Dynasty Goldfield project in Ecuador

Gold And Silver > Gold-and-silver-news08 January 2020CommentsShare
In an open letter to Core Gold shareholders and board of directors,
Zhaojin general manager Guowei Li outlined the terms of its final
proposal, while also claiming Core Gold management misrepresented





https://www.mining-journal.com/gold-and-silver-news/news/1378556/zhaojin-confirms-interest-in-core-gold-modifies-offer



In GOD We Trust -





https://www.kitco.com/images/live/silver.gif?0.8344882022363285









http://www.kitconet.com/images/live/au0001wb.gif


Gold & Silver is the only REAL Legal Tender -

by The Founding Fathers for your -

Rights, Liberty and Freedom -

http://www.biblebelievers.org.au/monie.htm

God Bless America
Ps.
opinion appreciated
TIA

Happy New Year2020

[NYBob]

Zhaojin confirms interest in Core Gold, modifies offer
Chinese gold producer Zhaojin Mining has confirmed it is the other
interested party in the battle to acquire junior explorer Core Gold and
its properties in Ecuador.

Zhaojin confirms interest in Core Gold, modifies offer
Core Gold's Dynasty Goldfield project in Ecuador

Gold And Silver > Gold-and-silver-news08 January 2020CommentsShare
In an open letter to Core Gold shareholders and board of directors,
Zhaojin general manager Guowei Li outlined the terms of its final
proposal, while also claiming Core Gold management misrepresented





https://www.mining-journal.com/gold-and-silver-news/news/1378556/zhaojin-confirms-interest-in-core-gold-modifies-offer



In GOD We Trust -





https://www.kitco.com/images/live/silver.gif?0.8344882022363285









http://www.kitconet.com/images/live/au0001wb.gif


Gold & Silver is the only REAL Legal Tender -

by The Founding Fathers for your -

Rights, Liberty and Freedom -

http://www.biblebelievers.org.au/monie.htm

God Bless America
Ps.
opinion appreciated
TIA

Happy New Year2020

[Timetravelerdos]

Is it to late for this one NYBOB?

[bigone]

Thank you NYBob.

[NYBob]

Core Gold Announces Drilling Results from 3 Diamond Drill Holes at the Cerro Verde Target Area of the Dynasty Goldfield Project
7 hours ago from
VANCOUVER, British Columbia, Jan. 07, 2020 (GLOBE NEWSWIRE) --

Core Gold Inc. ("Core Gold" or the "Company") (TSX-V: CGLD, OTCQX: CGLDF) is pleased to provide an update on its 100%-owned Dynasty Goldfield Project (“Dynasty Goldfield” or the “Project”) located in the province of Loja in Southern Ecuador.
As previously announced by the Company on September 9, 2019, Core Gold renewed exploration efforts on the Dynasty Goldfield Project, specifically drilling in the Cerro Verde Target area (“Cerro Verde”) with future plans to expand over the adjacent Dynasty Goldfield targets.

Highlights*:


In GOD We Trust -





https://www.kitco.com/images/live/silver.gif?0.8344882022363285









http://www.kitconet.com/images/live/au0001wb.gif


Gold & Silver is the only REAL Legal Tender -

by The Founding Fathers for your -

Rights, Liberty and Freedom -

http://www.biblebelievers.org.au/monie.htm

God Bless America
Ps.
opinion appreciated
TIA

Happy New Year2020

[bigone]

Thank you.

[NYBob]

Core Gold Board Makes No Recommendation in Response to the Increased Unsolicited Takeover Bid from Titan Minerals
11 hours ago from


Announces Filing and Mailing of Supplemental Directors' Circular
VANCOUVER, British Columbia, Jan. 03, 2020 (GLOBE NEWSWIRE) --

Core Gold Inc. ("Core Gold" or the "Company") (TSX-V: CGLD, OTCQX: CGLDF) announces that it has today filed a Supplemental Directors' Circular in response to the increased amended offer (the "Titan Offer") set forth in the Notice of Change and Variation dated December 17, 2019 from Titan Minerals Limited ("Titan") for all of the issued and outstanding common shares of Core Gold ("Core Shares"). On December 17, 2019, Titan amended the original Titan Offer by increasing the consideration to 3.1 Titan ordinary shares per Core Share.

The Board of Directors of Core Gold (the "Board"), after consultation with its independent legal advisors, by majority vote, has determined to make NO RECOMMENDATION as to whether holders of Core Shares ("Core Shareholders") should accept or reject the Titan Offer.
Mr. Keith Piggott declined to approve such a non-recommendation.

The Board encourages Core Shareholders, including those who may have already accepted the Titan Offer and who may lawfully withdraw their deposited Core Shares, to consider the Titan Offer and the information contained in the Supplemental Directors' Circular carefully and make their own decisions regarding whether or not to accept the Titan Offer. Unless extended, the Titan Offer expires at 9:00 a.m. (Toronto time) on January 14, 2020.

Reasons for Making No Recommendation

The reasons why the Board is making NO RECOMMENDATION to Core Shareholders as to whether to accept or reject the Titan Offer are as follows:

Expected Satisfaction of the Minimum Tender Condition. Titan has disclosed that it has entered into lock-up agreements with Core Shareholders (the "Locked-Up Shareholders") that own or control, directly or indirectly, approximately 81.6 million Core Shares representing approximately 51.7% of the outstanding Core Shares, excluding any Core Shares beneficially owned, or over which control or direction is exercised, by Titan. That means that, in the absence of an event which would allow the Locked-Up Shareholders not to tender to (or to withdraw from) the Titan Offer, the minimum tender condition required by law and the Titan Offer is expected to be satisfied, and, assuming that all other conditions to the Titan Offer are satisfied or waived, Titan will be in a position to acquire more than 50% of the outstanding Core Shares under the Titan Offer. Such Core Shareholders have already agreed to lock-up (and tender) in the absence of any recommendation from the Board.

Independent Fairness Opinion. The Board has obtained an independent fairness opinion ("Independent Fairness Opinion") from Fort Capital Partners ("Fort Capital"). Fort Capital is qualified and independent of all interested parties to the Titan Offer within the meaning of Part 6 of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions. The Independent Fairness Opinion is not a recommendation as to how any Core Shareholder should react with respect to the Titan Offer. Rather, it was procured by the Board to assist it in considering the Titan Offer, and is provided to Core Shareholders in the Supplemental Directors' Circular to assist them in their consideration of the Titan Offer. In the Independent Fairness Opinion, Fort Capital has opined that in its professional judgement, and subject to the assumptions and qualifications contained in the Independent Fairness Opinion, that the consideration to be received in the Titan Offer is fair, from a financial point of view, to Core Shareholders.

Board Decision Making. The Board considers that any decision it may make regarding a recommendation will be perceived as not being impartial or without conflict of interest. One director who is a shareholder (together with additional Core Shareholders) has filed a complaint against the Titan Offer with the British Columbia Securities Commission ("BCSC") seeking to delay or cease trade the Titan Offer. Persons or entities associated with two other directors have entered into lock-up agreements with Titan. The fourth director of Core Gold is its Chief Executive Officer. This leaves a single director. The actions of the three first-mentioned directors and/or their associates, may lead to the perception of lack of impartiality or a conflict of interest relating to the Titan Offer, although the Board does not consider there to be an actual conflict of interest as these Directors have acted solely in their capacity as Core Shareholders. Accordingly, the Board considers it more appropriate to make NO RECOMMENDATION on the basis that any determination by the Board may be considered to not have been impartially made given these events.

Outstanding Due Diligence. The Board has also been undertaking an updated due diligence review of Titan and its business, assets and liabilities, and other changes subsequent to the termination of the original arrangement with Titan as of July 19, 2019. While the due diligence is largely completed, a complaint has been filed by one director who is a shareholder (together with additional Core Shareholders) against the Titan Offer with the BCSC which raises certain disclosure questions of Titan. The Board has asked Titan to provide it with its response to the BCSC letter and to otherwise respond to the disclosure questions raised in the BCSC letter, which relate to Titan's Vista Plant and its Torrecillas Project. The Board has not been provided with Titan's response to the BCSC letter. The Independent Fairness Opinion was delivered as of December 27, 2019 based on information as of that date. As set out in the "Assumptions and Limitations" section of the Independent Fairness Opinion, in the event that there is any material change in any fact or matter affecting the Independent Fairness Opinion after the date it was delivered (including as a result of the BCSC letter), Fort Capital reserves the right to change, modify or withdraw the Independent Fairness Opinion.
Information regarding both accepting the Titan Offer and withdrawing from the Titan Offer is contained in the Supplemental Directors' Circular as well as the Titan Offer. No Core Shareholder is required to accept or tender their Core Shares to the Titan Offer. A Core Shareholder is entitled to do nothing and not accept the Titan Offer.

About Core Gold Inc.

The Company is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production at its wholly-owned Dynasty Goldfield Project. Mineral is treated at the Company's wholly-owned Portovelo treatment plant. The Company also owns other significant gold exploration projects including the Linderos and Copper Duke area in southern Ecuador all of which are on the main Peruvian Andean gold-copper belt extending into Ecuador.

For further information please contact:

Mr. Mark Bailey, CEO, Director
Suite 1201 – 1166 Alberni Street
Vancouver, B.C. V6E 3Z3
Phone: [phone]
Email: [e-mail]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.


Primary Logo

GlobeNewswire
January 3, 2020 - 5:00 AM PST
Metals & Mining | Industrial Metals & Minerals | Dynasty Metals & Mining Inc.
0
Share0 Tweet0 Share0 Share0

[NYBob]

Interest by Major Chinese Mining Company on C$100 Million Investment in Core Gold;


https://www.businesswire.com/news/home/20190528005771/en/

Happy Holidays -
Merry Christmas )

[NYBob]

SHAREHOLDER ALERT: Pomerantz Law Firm Investigates Claims On Behalf of Investors & Shareholders -

Pomerantz LLP is investigating claims on behalf of investors &
shareholders.
Such investors are advised to contact Robert S. Willoughby at
[e-mail] or 888-476-6529, ext. 9980.

The investigation concerns whether a company and certain of its
officers and/or directors have engaged in securities fraud or other
unlawful business practices.

The Pomerantz Firm, with offices in New York, Chicago, Los Angeles,
and Paris
is acknowledged as one of the premier firms in the areas of corporate,
securities, and antitrust class litigation.

Founded by the late Abraham L. Pomerantz, known as the dean of
the class action bar, the Pomerantz Firm pioneered the field of
securities class actions.

Today, more than 80 years later, the Pomerantz Firm continues in
the tradition he established, fighting for the rights of
the victims of securities fraud, breaches of fiduciary duty,
and corporate misconduct.

The Firm has recovered numerous multimillion-dollar damages awards
on behalf of class members.
See
http://www.pomerantzlaw.com

CONTACT:
Robert S. Willoughby
Pomerantz LLP
[e-mail]
888-476-6529 ext. 9980




GlobeNewswire

RE: ex....
Concerned Shareholder Keith Piggott Announces Renewed Interest by
Major Chinese Mining Company on C$100 Million Investment in Core Gold;
Welcomes Tookie Angus to Accomplished and Experienced Advisory Board

https://www.businesswire.com/news/home/20190528005771/en/

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=152857612

https://stockhouse.com/companies/bullboard/v.cgld/core-gold-inc?postid=30466241

https://stockhouse.com/companies/bullboard/v.cgld/core-gold-inc?postid=30465971
Tags:
INDUSTRIAL METALS & MINERALS

[NYBob]

Concerned Shareholder Keith Piggott Announces Renewed
Interest by Major Chinese Mining Company on C$100 Million
Investment in Core Gold; Welcomes Tookie Angus to
Accomplished and Experienced Advisory Board

https://www.businesswire.com/news/home/20190528005771/en/

China-based company that previously offered value-maximizing deal that
combined equity with an earn-in proposal confirms renewed interest in
Core Gold and its Dynasty Goldfield project

Tookie Angus adds bench strength to Mr. Piggott’s experienced and
accomplished Advisory Board, joining David Rae, Catharine Farrow and
John Gravelle

Shareholders encouraged to vote AGAINST the Proposed Arrangement well in
advance of the voting deadline of 5:00 p.m. (Vancouver time) on June 7,
2019

Questions? Need Help Voting?

Visit CoreTruth.ca or contact Kingsdale Advisors at 1-866-851-4179 or
[e-mail]
May 28, 2019 04:58 PM Eastern Daylight Time

QUITO, Ecuador--(BUSINESS WIRE)--Keith Piggott, owning approximately 7%
of the issued and outstanding shares of Core Gold Inc. ("Core Gold" or
the "Company") (TSXV: CGLD, OTCQX: CGLDF) has received communication
from Zhaojin Mining Industry Co. Ltd, (“Zhaojin”), China’s fourth
largest gold mining company, indicating that it is prepared to re-enter
expedited negotiations on similar terms regarding Zhaojin’s previously
proposed C$100 million investment in Core Gold.

“After spending the past weeks unearthing the truth about Titan’s
abysmal environmental track record in Perú, I am pleased to be able to
update Core Gold’s shareholders on the progress I have been making on
what should be the Company’s main focus,” said Mr. Piggott.

“That focus is on advancing Core Gold’s exceptional assets in Ecuador
with experienced parties devoted to mining well done in order to create
long-lasting value in a socially and environmentally sustainable manner
for the benefit of all stakeholders including the people and government
of Ecuador, local communities, Core’s loyal shareholders, and all of
our partners.
Together we will achieve much and today’s two significant announcements
provide an indication of the possibilities that lie ahead.”

HISTORY OF THE ZHAOJIN OFFER

Earlier this year, Mr. Piggott brought to the Core Gold board of
directors (the “Board”), a combined equity and earn-in offer from, as
Mr. Piggott described in his April 1, 2019 news release, “a mining
company listed on a major international stock exchange with a market
capitalization above US $3 billion.”
The offer had a value of approximately C$100 million, which was, and
is, far better than the Titan Minerals Limited (ASX: TTM) (“Titan”)
offer.

Importantly and in contrast to Titan, this mining company, that can now
be identified as Zhaojin, has an exceptional track record for social
and environmental responsibility, technical excellence, a strong
balance sheet, a presence in Ecuador, and many operating gold mines.

The timeline of the Zhaojin offer is described in detail below:

On February 24, 2019 Titan and Core Gold announced that they had entered
into a binding Arrangement Agreement pursuant to which Titan—a junior
mining company with an anemic balance sheet, ugly environmental record
in Perú and no operating mines—would acquire all of the issued and
outstanding Core Gold common shares by way of a share exchange.

Under the terms of the agreement:
Titan would raise for itself a minimum of AS$20 million by closing;
Titan would provide a binding term sheet, at closing, for US$10 million
in additional financing;
No equity investment by Titan into Core was included;
Core Gold was permitted a 60 day “go shop” period to solicit superior
proposals; and
Core Gold agreed to a deal break fee of C$500,000.
Days after the February 24, 2019 announcement, Mr. Piggott brought to
the Core Gold Board an offer from Zhaojin which contemplated the
following:

A C$4 million immediate equity placement at C$0.45 per share to close
March 15, 2019, for a 5% interest in Core;
The right to invest a further C$12 million at C$0.45 per share to
attain 19.9% of the total issued shares of Core Gold, subject to due
diligence on the Dynasty Goldfield project, with that investment to
take place within 45 days; and

A commitment to invest directly in the Dynasty Goldfield for an upfront
payment of US$20 million (payable with an initial payment of
US$10 million and two further US$5 million tranches in 90 and 180 days
respectively) to earn a 20% interest in Dynasty;

The right to earn up to 60% interest in Dynasty through the expenditure
of US $62 million over a period of 3 years to construct an underground
mine and processing plant.
It was expected the mine and processing plant would process
2,000 tons per day with Core Gold would retaining 40%
following the declaration of commercial production.

After the presentation of the Zhaojin offer to the Board
by Mr. Piggott in late February, Titan amended its offer.
As reported ex post facto by Core Gold in its March 11, 2019 news
release, Titan’s amended offer now curiously included a US$3 million
equity investment by Titan at C$0.44 per share, with
the go-shop period being immediately terminated and the break fee
increased from C$500,000 to C$3,000,000.

Core Gold made no reference whatsoever to the Zhaojin offer
in that news release.
As announced by Titan on 25 March 2019, it had to borrow
the US$ 3 million it needed (“a secured debt facility with a group of
sophisticated and professional investors”), at 15% interest, for the
promised equity investment in Core Gold.

On March 9, 2019 the Core Gold Board, ignoring the Zhaojin offer,
approved the amended Titan offer and fired Mr. Piggott for not
supporting the Titan offer.

Following Mr. Piggott’s firing, the Core Board publicly and
repeatedly disparaged Mr. Piggott and
sought to muzzle him and suppress news about
the existence of the Zhaojin offer.

Furthermore, the misleading disclosure at page 36 of
Core Gold’s Management Information Circular, where only
Zhaojin’s C$4 million initial investment figure is mentioned
together with a vague reference to a “joint venture with a
China-based mining company” effectively misrepresents
the true scope of Zhaojin’s C$100 million offer, is a
reminder as to why Board changes are so necessary.

Fortunately, Mr. Piggott took, and takes, his fiduciary obligations
seriously.
Putting himself at personal risk of vengeful acts by
the Core Gold Board, Mr. Piggott fought back,
investing his own money in the process,
bringing us to the present situation,
where the Titan-ic deal, having been exposed
in its full hollow ugliness, has been fatally struck and
where, thanks to the hard work and goodwill of many collaborators,
the cavalry is about arrive to rescue Core Gold and
its assets from the calamity the Board had embarked
upon for reasons best known to them and for which
they will need to answer.

In the last few days, a Zhaojin representative has informed
Mr. Piggott in his capacity as a shareholder that,
should he be successful in having the Titan transaction defeated,
it is prepared to re-enter expedited negotiations with him
on similar terms as before.

To be clear, the Zhaojin proposal is not a Pending Core Acquisition
Proposal under the Arrangement Agreement and will not trigger
the inflated C$3 million break-fee agreed to by the Core directors.
It is just a better, less dilutive offer for Core Gold shareholders.

STUART (TOOKIE) ANGUS TO JOIN MR. PIGGOTT’S ADVISORY BOARD

Mr. Piggott is pleased to announce that Tookie Angus has volunteered to
join the Advisory Board that will be assisting him with the
implementation of the value-creating vision that Core Gold’
loyal and patient shareholders seek.

Mr. Angus’ biography is included below, followed by the biographies of
the other distinguished members of the Advisory Board:

Stuart (Tookie) Angus, LLB

Mr. Angus is an independent business advisor to the mining industry and is presently Chair of San Marco Resources Inc., K92 Mining Inc., and Kenadyr Mining (Holdings) Corp. He was formerly Head of the Global Mining Group for Fasken Martineau. For the past 40 years, Mr. Angus has focused on structuring and financing significant international exploration, development and mining ventures. More recently, he was managing Director of Mergers & Acquisitions for Endeavour Financial and was responsible for merger and acquisition mandates. Mr. Angus is the former Chairman of the Board of BC Sugar Refinery Limited, he was a Director of First Quantum Minerals until June 2005, a Director of Canico Resources Corporation until its takeover by Brazil’s CVRD in 2005, a Director of Bema Gold Corp. until its takeover by Kinross Gold Corporation in 2007, a Director of Ventana Gold Corp. until its takeover by AUX Canada Acquisition Inc. in 2011 and a Director of Plutonic Power Corporation until its merger with Magma Energy Corp. in 2011. He resigned June 30, 2017 as Chair of Nevsun Resources Ltd following its acquisition of Reservoir Minerals.

David Rae, Executive Vice President and Chief Operating Officer, Dundee Precious Metals Inc.

David Rae holds a Bachelor of Science in Physical Metallurgy from Leeds University in Yorkshire, England. Mr. Rae is a seasoned international mining and smelting executive with extensive experience in Africa, Europe, and Canada and has held increasingly senior operating and executive roles with international mining companies including Falconbridge and Xstrata. He joined the company as Senior Vice President, Operations in November 2012 and was appointed Executive Vice President and Chief Operating Officer in May 2014.

Catharine Farrow, Director of Franco-Nevada and President of FarExGeoMine Ltd.

Dr. Catharine Farrow, Director of Franco-Nevada and President of FarExGeoMine Ltd. (a private consultancy). Dr. Farrow previously served as founding Chief Executive Officer and a Director of TMAC Resources Inc. and Chief Operating Officer of KGHM International Ltd. (formerly FNX Mining Company Inc.). Dr. Farrow is also a member of the Advisory Committee of the Goodman School of Mines and is an Adjunct Professor at Laurentian University, and also has been a member of several non-profit boards and

steering committees. Dr. Farrow is a member of the Association of Professional Geoscientists of Ontario, the Canadian Institute of Mining, Metallurgy & Petroleum, and a Fellow of the Society of Economic Geologists. She holds a Doctorate in Earth Sciences from Carleton University, a Master’s degree in Geology from Acadia University, and a Bachelor of Science degree in Geology from Mount Allison University.

John Gravelle, former Global Mining Industry Leader at PWC and Director at Century Metals Inc.

Mr. Gravelle has over 30 years of experience in accounting, tax, finance and various risk and controls areas and their specific applications to the mining industry. Mr. Gravelle is a Director at Century Metals Inc. and is currently the interim President and Chief Executive Officer of Colt Resources Inc., a role he was asked to take to lead Colt through a restructuring required due to financial difficulty. Mr. Gravelle is a retired Partner of PwC LLP, where he was a partner from 1996 to 2015. Mr. Gravelle has held leadership positions with PwC LLP, including serving as the firm's Global Mining Leader from 2013 to 2015, and

as Canadian Mining Leader and Americas Mining Leader from 2010 to 2015. Mr. Gravelle was on the board of TSX listed Brio Gold from the time of its spin off from Yamana until it was acquired in May, 2018. He served as Audit Committee chair as well as a member of the compensation committee and special committee formed to evaluate M&A transactions that ultimately resulted in a friendly takeover by Leagold at a 51% premium. Mr. Gravelle has a Bachelor of Commerce degree from Laurentian University and has a CA, CPA designation.

Mr. Piggott commented: “We are rockin’, literally and figuratively. The exceptional and accomplished individuals who have volunteered to join our Advisory Board are very much “all about the rocks” as contrasted with those who are into “smoke and mirrors”. The Advisory Board’s participation attests to the faith they have in the quality of our assets in Ecuador and the confidence they feel that we will be able to successfully advance them after the tail end of the Titan-ic episode sinks beneath the surface.”

ONLY YOUR VOTE CAN SAVE YOUR INVESTMENT

Shareholders will be receiving proxies in the mail shortly and are encouraged to vote AGAINST the Proposed Arrangement with Titan.

The Proposed Arrangement is not in the best interest of Core Gold shareholders. Titan is a company with illiquid shares, questionable governance, and a track record of destroying shareholder value.

Core Gold shareholders need to understand that this deal threatens to destroy their investment.

Vote AGAINST the Proposed Arrangement today.

The deadline to vote is Friday, June 7, 2019 at 5:00 pm (Vancouver time).

If you have any questions, or need help voting, contact Kingsdale Advisors at 1-866-851-4179 or [e-mail]. There is a team standing by to assist you.

ADVISORS

Mr. Piggott has retained Koffman Kalef LLP and Farris, Vaughan, Wills & Murphy LLP as his legal advisors and Kingsdale Advisors as his strategic shareholder, communications and proxy advisor.

ABOUT KEITH PIGGOTT

Keith Piggott is a seasoned mining developer and operator with over 50 years of experience in Africa, Australia, Mexico and South America. Mr. Piggott as CEO, and as an investor, rescued Dynasty Metals and Mining from certain bankruptcy and the loss of all its assets in 2016. He has worked diligently for over two years to take the company, as Core Gold Inc., from a $5 million market capitalization to over $40 million market capitalization before the Titan proposal. He can be contacted at [e-mail], by phone at 520-247-5753.



Contacts
Keith Piggott
Telephone: [phone]
Email: [e-mail]

For media inquiries, please contact:

Ian Robertson, Executive Vice President, Communication Strategy
Kingsdale Advisors
Telephone: [phone]
Cell: [phone]

https://www.businesswire.com/news/home/20190528005771/en/

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=152852904

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30467481

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30466765

https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=30466158

[NYBob]

Keith PIggott Names Zhaojin Mining Industry & Advisory Board


Concerned Shareholder Keith Piggott Announces Renewed Interest by Major Chinese Mining Company on C$100 Million Investment in Core Gold;

Welcomes Tookie Angus to Accomplished and Experienced Advisory Board
China-based company that previously offered value-maximizing deal that combined equity with an earn-in proposal confirms renewed interest in Core Gold and its Dynasty Goldfield project
Tookie Angus adds bench strength to Mr. Piggott’s experienced and accomplished Advisory Board, joining David Rae, Catharine Farrow and John Gravelle
Shareholders encouraged to vote AGAINST the Proposed Arrangement well in advance of the voting deadline of 5:00 p.m. (Vancouver time) on June 7, 2019

Questions? Need Help Voting? Visit CoreTruth.ca or contact Kingsdale Advisors at 1-866-851-4179 or [e-mail]
May 28, 2019 04:58 PM Eastern Daylight Time
QUITO, Ecuador--(BUSINESS WIRE)--

Keith Piggott, owning approximately 7% of the issued and outstanding shares of Core Gold Inc. ("Core Gold" or the "Company") (TSXV: CGLD, OTCQX: CGLDF) has received communication from Zhaojin Mining Industry Co. Ltd, (“Zhaojin”), China’s fourth largest gold mining company, indicating that it is prepared to re-enter expedited negotiations on similar terms regarding Zhaojin’s previously proposed C$100 million investment in Core Gold.

“After spending the past weeks unearthing the truth about Titan’s abysmal environmental track record in Per, I am pleased to be able to update Core Gold’s shareholders on the progress I have been making on what should be the Company’s main focus,” said Mr. Piggott.

“That focus is on advancing Core Gold’s exceptional assets in Ecuador with experienced parties devoted to mining well done in order to create long-lasting value in a socially and environmentally sustainable manner for the benefit of all stakeholders including the people and government of Ecuador, local communities, Core’s loyal shareholders, and all of our partners. Together we will achieve much and today’s two significant announcements provide an indication of the possibilities that lie ahead.”

HISTORY OF THE ZHAOJIN OFFER

Earlier this year, Mr. Piggott brought to the Core Gold board of directors (the “Board”), a combined equity and earn-in offer from, as Mr. Piggott described in his April 1, 2019 news release, “a mining company listed on a major international stock exchange with a market capitalization above US $3 billion.” The offer had a value of approximately C$100 million, which was, and is, far better than the Titan Minerals Limited (ASX: TTM) (“Titan”) offer.

Importantly and in contrast to Titan, this mining company, that can now be identified as Zhaojin, has an exceptional track record for social and environmental responsibility, technical excellence, a strong balance sheet, a presence in Ecuador, and many operating gold mines.

The timeline of the Zhaojin offer is described in detail below:

On February 24, 2019 Titan and Core Gold announced that they had entered into a binding Arrangement Agreement pursuant to which Titan—a junior mining company with an anemic balance sheet, ugly environmental record in Per and no operating mines—would acquire all of the issued and outstanding Core Gold common shares by way of a share exchange. Under the terms of the agreement:
Titan would raise for itself a minimum of AS$20 million by closing;
Titan would provide a binding term sheet, at closing, for US$10 million in additional financing;
No equity investment by Titan into Core was included;
Core Gold was permitted a 60 day “go shop” period to solicit superior proposals; and
Core Gold agreed to a deal break fee of C$500,000.
Days after the February 24, 2019 announcement, Mr. Piggott brought to the Core Gold Board an offer from Zhaojin whichcontemplated the following:
A C$4 million immediate equity placement at C$0.45 per share to close March 15, 2019, for a 5% interest in Core;
The right to invest a further C$12 million at C$0.45 per share to attain 19.9% of the total issued shares of Core Gold, subject to due diligence on the Dynasty Goldfield project, with that investment to take place within 45 days; and
A commitment to invest directly in the Dynasty Goldfield for an upfront payment of US$20 million (payable with an initial payment of US$10 million and two further US$5 million tranches in 90 and 180 days respectively) to earn a 20% interest in Dynasty;
The right to earn up to 60% interest in Dynasty through the expenditure of US $62 million over a period of 3 years to construct an underground mine and processing plant. It was expected the mine and processing plant would process 2,000 tons per day with Core Gold would retaining 40% following the declaration of commercial production.
After the presentation of the Zhaojin offer to the Board by Mr. Piggott in late February, Titan amended its offer. As reported ex post facto by Core Gold in its March 11, 2019 news release, Titan’s amended offer now curiously included a US$3 million equity investment by Titan at C$0.44 per share, with the go-shop period being immediately terminated and the break fee increased from C$500,000 to C$3,000,000.
Core Gold made no reference whatsoever to the Zhaojin offer in that news release. As announced by Titan on 25 March 2019, it had to borrow the US$ 3 million it needed (“a secured debt facility with a group of sophisticated and professional investors”), at 15% interest, for the promised equity investment in Core Gold.

On March 9, 2019 the Core Gold Board, ignoring the Zhaojin offer, approved the amended Titan offer and fired Mr. Piggott for not supporting the Titan offer.
Following Mr. Piggott’s firing, the Core Board publicly and repeatedly disparaged Mr. Piggott and sought to muzzle him and suppress news about the existence of the Zhaojin offer.

Furthermore, the misleading disclosure at page 36 of Core Gold’s Management Information Circular, where only Zhaojin’s C$4 million initial investment figure is mentioned together with a vague reference to a “joint venture with a China-based mining company” effectively misrepresents the true scope of Zhaojin’s C$100 million offer, is a reminder as to why Board changes are so necessary.

Fortunately, Mr. Piggott took, and takes, his fiduciary obligations seriously. Putting himself at personal risk of vengeful acts by the Core Gold Board, Mr. Piggott fought back, investing his own money in the process, bringing us to the present situation, where the Titan-ic deal, having been exposed in its full hollow ugliness, has been fatally struck and where, thanks to the hard work and goodwill of many collaborators, the cavalry is about arrive to rescue Core Gold and its assets from the calamity the Board had embarked upon for reasons best known to them and for which they will need to answer.

In the last few days, a Zhaojin representative has informed Mr. Piggott in his capacity as a shareholder that, should he be successful in having the Titan transaction defeated, it is prepared to re-enter expedited negotiations with him on similar terms as before.

To be clear, the Zhaojin proposal is not a Pending Core Acquisition Proposal under the Arrangement Agreement and will not trigger the inflated C$3 million break-fee agreed to by the Core directors. It is just a better, less dilutive offer for Core Gold shareholders.

STUART (TOOKIE) ANGUS TO JOIN MR. PIGGOTT’S ADVISORY BOARD

Mr. Piggott is pleased to announce that Tookie Angus has volunteered to join the Advisory Board that will be assisting him with the implementation of the value-creating vision that Core Gold’ loyal and patient shareholders seek.

Mr. Angus’ biography is included below, followed by the biographies of the other distinguished members of the Advisory Board:

Stuart (Tookie) Angus, LLB

Mr. Angus is an independent business advisor to the mining industry and is presently Chair of San Marco Resources Inc., K92 Mining Inc., and Kenadyr Mining (Holdings) Corp. He was formerly Head of the Global Mining Group for Fasken Martineau. For the past 40 years, Mr. Angus has focused on structuring and financing significant international exploration, development and mining ventures. More recently, he was managing Director of Mergers & Acquisitions for Endeavour Financial and was responsible for merger and acquisition mandates. Mr. Angus is the former Chairman of the Board of BC Sugar Refinery Limited, he was a Director of First Quantum Minerals until June 2005, a Director of Canico Resources Corporation until its takeover by Brazil’s CVRD in 2005, a Director of Bema Gold Corp. until its takeover by Kinross Gold Corporation in 2007, a Director of Ventana Gold Corp. until its takeover by AUX Canada Acquisition Inc. in 2011 and a Director of Plutonic Power Corporation until its merger with Magma Energy Corp. in 2011. He resigned June 30, 2017 as Chair of Nevsun Resources Ltd following its acquisition of Reservoir Minerals.

David Rae, Executive Vice President and Chief Operating Officer, Dundee Precious Metals Inc.

David Rae holds a Bachelor of Science in Physical Metallurgy from Leeds University in Yorkshire, England. Mr. Rae is a seasoned international mining and smelting executive with extensive experience in Africa, Europe, and Canada and has held increasingly senior operating and executive roles with international mining companies including Falconbridge and Xstrata. He joined the company as Senior Vice President, Operations in November 2012 and was appointed Executive Vice President and Chief Operating Officer in May 2014.

Catharine Farrow, Director of Franco-Nevada and President of FarExGeoMine Ltd.

Dr. Catharine Farrow, Director of Franco-Nevada and President of FarExGeoMine Ltd. (a private consultancy). Dr. Farrow previously served as founding Chief Executive Officer and a Director of TMAC Resources Inc. and Chief Operating Officer of KGHM International Ltd. (formerly FNX Mining Company Inc.). Dr. Farrow is also a member of the Advisory Committee of the Goodman School of Mines and is an Adjunct Professor at Laurentian University, and also has been a member of several non-profit boards and

steering committees. Dr. Farrow is a member of the Association of Professional Geoscientists of Ontario, the Canadian Institute of Mining, Metallurgy & Petroleum, and a Fellow of the Society of Economic Geologists. She holds a Doctorate in Earth Sciences from Carleton University, a Master’s degree in Geology from Acadia University, and a Bachelor of Science degree in Geology from Mount Allison University.

John Gravelle, former Global Mining Industry Leader at PWC and Director at Century Metals Inc.

Mr. Gravelle has over 30 years of experience in accounting, tax, finance and various risk and controls areas and their specific applications to the mining industry. Mr. Gravelle is a Director at Century Metals Inc. and is currently the interim President and Chief Executive Officer of Colt Resources Inc., a role he was asked to take to lead Colt through a restructuring required due to financial difficulty. Mr. Gravelle is a retired Partner of PwC LLP, where he was a partner from 1996 to 2015. Mr. Gravelle has held leadership positions with PwC LLP, including serving as the firm's Global Mining Leader from 2013 to 2015, and

as Canadian Mining Leader and Americas Mining Leader from 2010 to 2015. Mr. Gravelle was on the board of TSX listed Brio Gold from the time of its spin off from Yamana until it was acquired in May, 2018. He served as Audit Committee chair as well as a member of the compensation committee and special committee formed to evaluate M&A transactions that ultimately resulted in a friendly takeover by Leagold at a 51% premium. Mr. Gravelle has a Bachelor of Commerce degree from Laurentian University and has a CA, CPA designation.

Mr. Piggott commented: “We are rockin’, literally and figuratively. The exceptional and accomplished individuals who have volunteered to join our Advisory Board are very much “all about the rocks” as contrasted with those who are into “smoke and mirrors”. The Advisory Board’s participation attests to the faith they have in the quality of our assets in Ecuador and the confidence they feel that we will be able to successfully advance them after the tail end of the Titan-ic episode sinks beneath the surface.”

ONLY YOUR VOTE CAN SAVE YOUR INVESTMENT

Shareholders will be receiving proxies in the mail shortly and are encouraged to vote AGAINST the Proposed Arrangement with Titan.

The Proposed Arrangement is not in the best interest of Core Gold shareholders. Titan is a company with illiquid shares, questionable governance, and a track record of destroying shareholder value.

Core Gold shareholders need to understand that this deal threatens to destroy their investment.

Vote AGAINST the Proposed Arrangement today.

The deadline to vote is Friday, June 7, 2019 at 5:00 pm (Vancouver time).

If you have any questions, or need help voting, contact Kingsdale Advisors at 1-866-851-4179 or [e-mail]. There is a team standing by to assist you.

ADVISORS

Mr. Piggott has retained Koffman Kalef LLP and Farris, Vaughan, Wills & Murphy LLP as his legal advisors and Kingsdale Advisors as his strategic shareholder, communications and proxy advisor.

ABOUT KEITH PIGGOTT

Keith Piggott is a seasoned mining developer and operator with over 50 years of experience in Africa, Australia, Mexico and South America. Mr. Piggott as CEO, and as an investor, rescued Dynasty Metals and Mining from certain bankruptcy and the loss of all its assets in 2016. He has worked diligently for over two years to take the company, as Core Gold Inc., from a $5 million market capitalization to over $40 million market capitalization before the Titan proposal. He can be contacted at [e-mail], by phone at 520-247-5753.



image: https://cts.businesswire.com/ct/CT?id=bwnews&sty=20190528005771r1&sid=web01&distro=nx&lang=en



Contacts
Keith Piggott
Telephone: [phone]
Email: [e-mail]

For media inquiries, please contact:

Ian Robertson, Executive Vice President, Communication Strategy
Kingsdale Advisors
Telephone: [phone]
Cell: [phone]

Source : https://www.businesswire.com/news/home/20190528005771/en/


VOTE NO

VOTE AGAINST

Read more at https://stockhouse.com/companies/bullboard?symbol=v.cgld&postid=29779732#IFuUH7FAGBtWU1UU.99

God Bless

[bigone]

Thank you.

[NYBob]

Core Gold Provides Update on Its Strategic Process
V.CGLD | 5 hours ago
VANCOUVER, British Columbia, Dec. 17, 2019 (GLOBE NEWSWIRE) --

Core Gold Inc. ("Core Gold" or the "Company") (TSX-V: CGLD, OTCQX:
CGLDF) is today providing this update to its previously announced
strategic process. As well, on December 9, 2019, Core Gold announced
that it was in advanced negotiations with another company as a result
of that strategic process.
Core Gold is also providing an update on those negotiations.

Strategic Process Summary

In July 2019, Core Gold recommenced its strategic review process of alternatives available to Core Gold, including equity or debt financings, core and non-core asset sales, strategic investments and joint ventures, as well as a potential merger of Core Gold with another company. The opening phase of that process continued through to the end of October, 2019.

In the strategic process, 65 parties were contacted by Core Gold, of which 49 responded and 17 entered into confidentiality agreements. Titan Minerals Limited ("Titan") (which announced on December 9, 2019 that it will improve its existing unsolicited offer to purchase all of the outstanding Core Gold common shares by increasing the consideration in its offer to 3.1 Titan ordinary shares for each 1 (one) Core Gold common share (the "Titan Increased Offer") from the original 2.5 Titan ordinary shares (the "Titan Original Offer")), did not sign a confidentiality agreement or participate in the strategic process, although they were invited to do so.

As a result of the strategic process, 5 non-binding confidential proposals were made to Core Gold, and all of which were subject to conditions. Three (3) of the proposals related to proposed joint ventures on Core Gold's projects, two (2) of which were related exclusively to the Company's Copper Duke Project, and all were considered unanimously by the board of Core Gold (the "Board") to be insufficiently value maximizing directly to Core Gold shareholders to warrant pursuing further given the other proposals that were made. The fourth proposal was an all-share merger proposed by another TSX listed junior mining producer with a similar market capitalization to Core Gold. That proposal did not specify an exchange ratio, and remained subject to diligence and the necessity of financing, and was unanimously not considered sufficiently attractive for financial and strategic reasons by the Board to continue to pursue.

The final non-binding proposal was made by a senior producing gold company with a market capitalization in excess of US$4 billion (the "Interested Party"). This non-binding proposal has been subject to significant and lengthy negotiations, but the Board has, for the reasons set forth below, determined not to accept the Interested Party's stated last and final offer.

Core Gold and the Interested Party did enter into a confidentiality agreement in September 2019. On December 13, 2019, in its stated last and final non-binding offer, the Interested Party waived the confidentiality provisions of that agreement thus permitting Core Gold to make these disclosures.

Third Party Non-Binding Proposals and Negotiations

Chronology of Key Events

On September 2, 2019, Core Gold received the first non-binding proposal from the Interested Party. Core Gold subsequently received non-binding amendments and revisions to that original non-binding proposal in October and November 2019 as the negotiations progressed. The last amendment to that proposal was received on December 12, 2019 following Titan's announcement of the Titan Increased Offer.

The original September 2, 2019 non-binding proposal from the Interested Party had the following key terms (the "Original September Proposal"):

C$0.225 in cash per Core Gold common share.
Issuance by Core Gold of a convertible security prior to completion of the transaction for gross proceeds of C$5M which would automatically convert to Core Gold common shares at C$0.225 per share within 60 days of issuance.
The proceeds from the convertible security would have had a restricted use of proceeds, with C$1M being used for working capital and C$4M being available only for specific debt repayment.
Creation of a new company ("SpinCo") which would contain all of Core Gold's projects (Zaruma, Portovelo, Copper Duke and Linderos), other than the Dynasty Goldfield Project, and which would be spun-out to Core Gold shareholders but would be unlisted. The Interested Party would have been entitled to one (1) board seat on the board of directors of SpinCo.
The Interested Party would invest US$10M into the SpinCo for a 19.9% share ownership position.
Creation of a joint venture in respect of mining and processing oxide ore from the Dynasty Goldfield Project with 60% of the profit to SpinCo and 40% of the profit to the Interested Party.
Nine main conditions were also presented, including legal, financial and technical due diligence, as well as drafting definitive documentation. That documentation would have included a US$3M break fee. The Interested Party also sought 45 days of exclusivity, which the Board was not prepared to grant given it would have meant terminating the strategic process in its early stages and thus potentially excluding other parties interested in proposing a transaction to Core Gold. Nevertheless, the Board unanimously considered the Original September Proposal to have merit and be of interest, and instructed management to provide due diligence access, organize a site visit for the Interested Party, and commence negotiations to advance the Original September Proposal. On September 12, 2019, Core Gold and the Interested Party signed a confidentiality and standstill agreement, and due diligence commenced.

Through October and November, numerous discussions and negotiations were held with the Interested Party and its representatives. On November 25, 2019 Core Gold received a draft form of arrangement agreement from counsel to the Interested Party that reflected the non-binding proposal at that time. Subsequently, the proposal continued to evolve until the last and final non-binding proposal was received on December 12, 2019 from the Interested Party.

The last and final December 12, 2019 non-binding proposal from the Interested Party had the following key terms (the "Final December Proposal"):

C$0.33 in cash per Core Gold common share.
A private placement by Core Gold of common shares to the Interested Party of C$10M at C$0.25 per Core Gold common share, for 19.1% of the resulting Core Gold common shares.
Restricted use of funds, with US$2.5M (approximately C$3.3M) being used only to repay debt principal and interest owed to Titan (totaling approximately US$3.0M or C$4.0M) and C$5M being "restricted funds" that Core Gold could only use with the prior approval of the Interested Party and then only to be used to advance key projects approved by the Interested Party, which projects were not identified specifically. Assuming the full US$2.5M was used to repay debt principal and interest owed to Titan and assuming the full C$5M was used as restricted funds to advance key projects, only approximately C$1.0M (approximately US$0.75M) would remain as a balance to then be used by Core Gold for general working capital purposes or potentially transferred to SpinCo.
The creation of SpinCo, which would now only contain the Copper Duke and Linderos Projects and which would be spun-out to Core Gold shareholders, but be unlisted.
The Interested Party would make no cash investment into the SpinCo but would receive 19.1% of the SpinCo shares pro rata with other Core Gold shareholders (as a result of its up to C$10M private placement).
The Final December Proposal also included a break fee of C$7M which would be payable in circumstances not fully set out in the proposal, but also if a definitive arrangement agreement between Core Gold and the Interested Party was terminated. Importantly, the break fee was expressly set to also be immediately payable by Core Gold to the Interested Party if Titan took up any shares under the Titan Increased Offer.
The Final December Proposal was also conditional upon the Interested Party entering into voting support agreements with Core Gold shareholders holding an aggregate of 40M common shares (representing approximately 24% of Core Gold’s issued and outstanding common shares).
Assessment of the Final December Proposal

The Board, together with its legal advisors, has assessed the Original September Proposal and the Final December Proposal and has unanimously rejected the Final December Proposal. The Board's decision is based on many factors and assessments, but when looked at collectively, and considering the current circumstances of Core Gold, the Board has determined that the Final December Proposal should be rejected, but remains open to further amendments and proposals from the Interested Party. The Board has considered and assessed these factors among others:

No Material Increase in Overall Value to Core Gold Shareholders. While the cash component of the non-binding proposals from the Interested Party has increased from C$0.225 per common share to C$0.33 per common share, the actual value increase is limited as the asset mix has materially changed. In the Original September Proposal, the C$0.225 per share cash component reflected the only asset that would have remained in Core Gold – the Dynasty Goldfield Project – with all other assets being transferred to SpinCo. The Final December Proposal, however, retained the Dynasty Goldfield Project, the Zaruma Project and the Portovelo plant within Core Gold, and only would only have the Copper Duke and Linderos Projects been transferred to SpinCo, meaning that C$0.33 per share also reflects the fact that the Zaruma Project and the Portovelo plant would remain with Core Gold and be acquired for C$0.33 per share. The Board believes that the additional cash consideration per share of C$0.105 from the Original September Proposal does not fairly reflect the value of the additional assets that the Interested Party would have been acquiring. In effect, despite the publicly announced Titan Increased Offer, the Interested Party has proposed to pay more in cash to Core Gold shareholders only because it would acquire two more assets.
Interested Party would assume all of Core Gold's Corporate Level Debt. All of the proposals from the Interested Party reflect that it would assume all of Core Gold's corporate level debts and none of those obligations would be transferred to SpinCo, and which was considered carefully by the Board in assessing the proposals.
SpinCo would be Undercapitalized, Unlisted and have no Project with defined Mineral Resources. In the Final December Proposal, the Interested Party would invest no cash into SpinCo and would acquire a 19.1% interest in SpinCo pro rata as a Core Gold shareholder. It would, in effect, acquire an interest in Core Gold and SpinCo for C$0.33 per common share. In contrast, in the Original September Proposal, the Interested Party would have had to have invested US$10M into SpinCo in order to gain a marginally higher share ownership percentage of 19.9%. SpinCo would also only have the early-stage exploration Copper Duke and Linderos Projects, neither of which host currently mineral resources, and would at most, obtain C$1.0M (US$0.75M) of starting capital from the C$10M private placement, meaning it would need to immediately engage in an equity or debt fundraising. Effectively, the Interested Party would, under the Final December Proposal, pay US$10M less to obtain effectively the same interest in SpinCo as compared to what it originally proposed, which would now only contain early stage exploration projects without any current mineral resources.
Private Placement would be Open to Regulatory Challenge. Core Gold is currently subject to an unsolicited take-over offer from Titan. Titan has entered into lock-up agreements covering 51.7% of the Core Gold common shares that it does not own. The Board, on the advice of its legal counsel, considers that attempting to create a new 19.1% shareholder in Core Gold via a private placement to the Interested Party would be considered an inappropriate defensive tactic under Canadian securities laws and open to regulatory challenge. The private placement would also require TSX Venture Exchange ("TSXV") approval, which Core Gold considers would be challenging to obtain given the current circumstances. Finally, if successful, it could potentially deny Core Gold shareholders holding almost 50% of Core Gold common shares the opportunity to accept a take-over offer that they have determined they wish to accept.
Restrictions on use of Private Placement Funds limits Utility of Funding. The Final December Proposal would leave Core Gold with the use of just C$1.0M (approximately US$0.75M), which may or may not be used to initially capitalize SpinCo. The Board would also have to defer decisions it is required to make in the best interests of Core Gold shareholders to the Interested Party in order to use the balance of the funds, and those interests may not be aligned as those funds could be directed by the Interested Party only to projects that would not likely form part of SpinCo. The Board determined that it could not accept such limitations by a counterparty to a transaction that would not then have been approved by Core Gold shareholders.
A Break Fee of C$7M would be Coercive, Off-Market, and Unfunded. In Canadian dollar terms, the break fee proposed by the Interested Party between the Original September Proposal and the Final December Proposal increased by approximately C$3.1M or approximately 80%, yet there has been no commensurate increase in value to Core Gold shareholders. Such a break fee would be approximately 12.6% of the cash value of the Final December Proposal which is severalfold higher than that which is acceptable, customary or permitted in order to induce a higher offer and for the Board to accept and be consistent with its statutory duties. As well, the break fee would be payable in the unique circumstance of Titan acquiring any common shares under the Titan Increased Offer. Given the Company's financial situation, Core Gold does not have sufficient funds to fund such a liability, and given the current number of locked-up shareholders, Core Gold considers it probable that such a break fee would be triggered and become payable. Both the quantum and circumstances of the C$7M break fee are not justifiable, nor would entering into an agreement to provide for such a break fee be consistent with the director's statutory duties. As well, the break fee may also be seen as coercive in that it would penalize Core Gold shareholders that accept the Titan Increased Offer by stripping C$7M of value from Core Gold should that offer be successful. By way of comparison, the C$7M break fee is more than twice the break fee agreed in the arrangement agreement with Titan entered into in February 2019.
The Final December Proposal Fails to Respond to the Increased Titan Offer and is Not Likely Sufficient to Permit or Encourage Withdrawal of Locked-Up Shares. The Final December Proposal was substantially unchanged from the Interested Party proposals that were received prior to the Titan Increased Offer. The Board notes that it would be unlikely in those circumstances that shareholders who have entered into "soft" lock-up arrangement would be able to withdraw their lock-ups to the Titan Increased Offer in the face of a substantially unchanged proposal. Unless sufficient Core Gold common shares are withdrawn from the Titan Increased Offer prior to its expiry date (currently January 14, 2020), then Titan would be in a position to take-up and acquire those shares (assuming other conditions to the Titan Increased Offer are satisfied) meaning it would then be in a position to vote against and block the Final December Proposal which would require a vote of Core Gold's common shareholders to approve.
Cash Consideration offered by the Interested Party is Important, but Cash Consideration would truncate Core Gold Shareholders' Upside in Retaining an Interest in Core Gold's Assets. The Board does note that the Final December Proposal is a cash and shares offer (SpinCo shares). However, given that the Interested Party would then be acquiring all of Core Gold's projects (except Linderos and Copper Duke) for cash, Core Gold shareholders would be losing any increase in value that may be generated in the future from the Dynasty Goldfield Project, the Zaruma Project, the Portovelo plant, and other projects that would be acquired by the Interested Party. Core Gold shareholders' "upside" would be limited to any increase in value from Linderos and Copper Duke, which would then be housed in a then undercapitalized and unlisted SpinCo company without any current mineral resources.
The success of SpinCo is uncertain. Unlike the Original September Proposal, in the Final December Proposal only two assets would be contributed to SpinCo, which would be unlisted, and no new cash would be provided by the Interested Party. SpinCo would, however, not acquire any of Core Gold's corporate level debt but given the limited potential cash resources remaining available from the C$10M private placement (not more than C$1.0M), SpinCo would need to immediately engage in an equity or debt financing, the success of which would be uncertain. The Board considers the these risks are unacceptably high and likely to lead to a circumstance where SpinCo may not be successfully launched. Without a listing, SpinCo would not be subject to any exchange regulation and Core Gold shareholders acquiring SpinCo shares would have no liquidity. As well, SpinCo's asset base would be limited to just two exploration projects. By contrast, should the Titan Increased Offer be successful, Core Gold shareholders would continue to participate in the upside associated with all of Core Gold's assets, have a listed trading market for Titan ordinary shares on the Australian Securities Exchange ("ASX"), and be subject to ASX listing rules, which under ASX Listing Rule 7.1, limit the size of new share issuances in placements to 15% of the issued capital without shareholder approval, unless the offering proceeds by way of rights issue or entitlement offer. Core Gold is currently subject to no such limitation under TSXV policies.
Given all of these factors, after careful assessment and consideration and months of negotiations, the Board has unanimously determined to reject the Final December Proposal, being the last proposal emanating from the strategic process. Core Gold does remain open to receiving any further proposals from the Interested Party.

The Titan Increased Offer

On December 16, 2019, Titan has announced that it has now entered into lock-up agreements by which shareholders holding approximately 51.7% of the outstanding Core Gold common shares excluding any Core Gold common shares beneficially owned, or over which control or direction is exercised, by Titan (or any person acting jointly or in concert with Titan), and approximately 48.9% of the total outstanding Core Gold shares. The number of Core Gold common shares currently subject to the lock-up agreements would be sufficient to allow Titan to meet the 50.1% minimum tender condition required under securities laws.

The Board has not made any recommendation with respect to the Titan Original Offer or the Titan Increased Offer and has not entered into any agreement with Titan. Core Gold shareholders are continued to be advised to take no further action.

The Board is assessing its response to the Titan Increased Offer and will issue a press release and responding Directors' Circular in accordance with applicable securities laws.

About Core Gold Inc.

The Company is a Canadian based mining company involved in the mining, exploration and development of mineral properties in Ecuador. The Company is currently focused on gold production at its wholly-owned Dynasty Goldfield Project. Mineral is treated at the Company's wholly-owned Portovelo treatment plant. The Company also owns other significant gold exploration projects including the Linderos and Copper Duke area in southern Ecuador all of which are on the main Peruvian Andean gold-copper belt extending into Ecuador.

For further information please contact:

Mr. Mark Bailey, CEO, Director
Suite 1201 – 1166 Alberni Street
Vancouver, B.C. V6E 3Z3
Phone: [phone]
Email: [e-mail]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

image: https://www.globenewswire.com/newsroom/ti?nf=Nzc4MTU4NiMzMjY3NTM2IzIwODk1MTI=


image: https://ml.globenewswire.com/media/3bb11377-edc1-46f6-9608-6ed9ac2de8d5/small/coregold-png.png

Primary Logo

GlobeNewswire
December 17, 2019 - 5:00 AM PST
Tags:
INDUSTRIAL METALS & MINERALS
1
Share0 Tweet1 Share1