Core Gold Inc. (fka CGLDF)

[NYBob]

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.investi.com.au/api/announcements/ttm/5e08378d-964.pdf

https://www.bloomberg.com/quote/TTM:AU


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


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ASX RELEASE – 30 April 2021
www.titanminerals.com.au
Page 12
Corporate

Sale of Zaruma Mine & Portovelo Process Plant for US$15,000,000
Post quarter end, Titan entered into a term sheet (“Term Sheet”) with Pelorus Minerals Limited
(“Pelorus” or the “Buyer”) for divestment of its non-core Zaruma Mine and Portovelo Process Plant assets
in Ecuador.

Subject to the parties finalising and executing a formal binding transaction agreement (the “Share Sale
Agreement”) and the Buyer finalising its due diligence investigations within a 30-day exclusivity period
from the date of the Term Sheet, and Titan receiving shareholder approval, Titan will receive proceeds
from the sale of the non-core assets of US$15 million in staged cash payments plus a two percent (2%) net
smelter return royalty on the value of any recovered and realisable copper produced from any of the
Zaruma Mine concessions (see “Transaction Summary” below for further details).
The asset sale together with the ongoing in-country strategic review and corporate restructuring (see ASX
release 26 May 2020, “Core Gold Integration Update and Potential Divestment of Non-Core Assets”) will
allow Titan to resolve the balance sheet issues it inherited following the acquisition of Core Gold Inc. in
2020. The cash proceeds will allow Titan to focus its full attention on the development of its flagship
Dynasty Gold Project and exploration at the Copper Duke Project in Ecuador.
Transaction Summary
Pursuant to the Term Sheet with Pelorus, Titan will receive proceeds from the sale of the non-core assets
of US$15 million in staged cash payments plus a two percent (2%) net smelter return royalty on the value
of any recovered and realisable copper produced from any of the Zaruma Mine concessions.
The sale and transfer of the Zaruma Mine and Portovelo Process Plant (the “Assets”) will be effected via
the sale of the shares in the Titan subsidiaries that hold the Assets to Pelorus. The sale of the Assets is
subject to the parties finalising and executing the Share Sale Agreement and the Buyer finalising its due
diligence investigations within the 30-day exclusivity period, which shall include:
1. (i) Titan confirming to Pelorus the legal title and good standing of the Assets within the newly
established corporate entities; and
2. (ii) Pelorus completing a NI 43-101 compliant technical report on the Assets.
The schedule of staged cash payments agreed between Titan and Pelorus is as follows:
1. US$2,000,000 Non-refundable cash deposit payable by Pelorus upon signing of the Term Sheet
2. US$3,000,000 Payable within 30 days on signing of the Share Sale Agreement
3. US$2,500,000 Payable on 1 August 2021
4. US$2,500,000 Payable on 1 December 2021
5. US$2,500,000 Payable on 1 March 2022
6. US$2,500,000 Payable on 1 June 2022
Cash
As at 31 March 2021 the Company had a reported cash position of US$0.57M.
As announced 9 October 2020, Titan received 4,250,000 shares of Oro X Mining Corp (TSX-V: OROX) as
partial payment for divestment of the Coriorcco and Las Antas projects in Peru. Following expiry of the
agreed escrow period the shares are now free trading and based on the last trade, are currently valued at
approximately CAD $2,900,000
ASX RELEASE – 30 April 2021
www.titanminerals.com.au
Page 13
Loan from Director Matthew Carr:
During the period, Director Mr Matthew Carr extended an unsecured loan to the Company for $660,000
on the same terms and conditions as the debt facility with RM Hunter Fund Pty Ltd, with no fixed
repayment date.
Related Party Payments
In line with its obligations under ASX Listing Rule 5.3.5, Titan Minerals Limited notes that the payments
to related parties of the Company, as advised in the Appendix 5B for the period ended 31 March 2021,
pertain to payments to directors for fees, salary and superannuation, and interest on the unsecured loan
from Mr Matthew Carr.
-ENDSReleased with the authority of the Board.
For further information on the company and our projects, please visit: www.titanminerals.com.au
Contact:
Titan Minerals
Laurie Marsland
Managing Director
[e-mail]
[phone]
Matthew Carr
Executive Director
[e-mail]
[phone]
Mark Flynn
Investor Relations
mark.flynn@titanm

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https://www.investi.com.au/api/announcements/ttm/5e08378d-964.pdf