![]() ![]() Although American Eagle and Orefinders believe that the expectations in its forward-looking statements are reasonable, its forward-looking statements have been based on factors and assumptions concerning future events which may prove to be inaccurate. By their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond American Eagle and Orefinders ‘ control, including the impact of general economic conditions, industry conditions, volatility of commodity prices, currency fluctuations, environmental risks, operational risks, competition from other industry participants, stock market volatility. All statements in this news release, other than statements of historical facts, that address events or developments that American Eagle and Orefinders expect to occur, are forward-looking statements including, but not limited to, the ability of Orefinders to earn the Interest by the completion of the Work Obligation, or the exercise of the call option by American Eagle. There is no assurance that Exchange approval of the Call Option will be obtained.Ĭertain information set forth in this news release contains forward-looking statements or information (“ forward-looking statements)”, including details about the business of American Eagle and Orefinders. The exercise of the Call Option and the completion of the transfer of Interest from Orefinders to American Eagle at the Closing Date shall be subject to the prior approval of the Exchange. If paid in American Eagle Shares, the price per share shall be equal to the 15 day VWAP of such shares on the TSX Venture Exchange (the “ Exchange“) ending three business days prior to the Closing Date. The purchase price payable by American Eagle to Orefinders for the Interest on the Closing Date is $1,500,000, which may be paid, at the sole option of American Eagle, in cash or in common shares of American Eagle (“ American Eagle Shares“). Such call option is American Eagle’s right to acquire the Interest at any time after Februbut before Ap(the “ Call Option“). ![]() Such closing date to be on or before thirty days after American Eagle has given notice to Orefinders of its desire to exercise its call option (the “Closing Date”). ![]() Pursuant to the Call Option Agreement, Orefinders, as vendor, agreed to sell the Interest in the Project to American Eagle, as purchaser, on the closing date. LTD, which American Eagle has the right to buy back half (50% of the aforementioned one percent thereof), at a price of $1,000,000. A 2% net smelter royalty on the Project is payable to Bernard Kreft, which American Eagle has the right to buy back half (50% of the aforementioned two percent thereof), at a price of $1,500,000. (the “ NSR“). The Interest in the Project is also subject to a 1% net smelter royalty on the project, payable to 1302580 B.C. The Interest in the Project is subject to two separate net smelter royalties on the Project. No partial interest in the Mining Claims will be earned by Orefinders until the Work Obligations have been met completely. Orefinders may, at any time or times, accelerate the Work Obligations prior to its due date in order to earn its Interest in the Project earlier. American Eagle shall be entitled to charge a management fee equal to 5% of all such third party costs, which shall form part of the Work Obligations. The $1,000,000 in Work Obligations will be incurred primarily through third party-contractors primarily for drilling, drill related work, geophysics, reports and sampling and all services in support thereof but will also include all necessary maintenance and carrying costs including taxes or fees levied by the Province of British Columbia or its agencies or the local municipality (but not sales taxes or taxes on income or profits) relating to the Project. ![]() Consideration for acquiring the Interest is the carrying out by Orefinders of an aggregate of $1,000,000 in work obligations to enable the carrying out of exploration work on the project by not later than Decem(the “ Work Obligations“). Pursuant to the Option Agreement, American Eagle, as optioner, granted Orefinders, as optionee, an option to acquire the Interest in the Project. ![]()
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