Tincorp Announces Definitive Agreement to Acquire the Santa Barbara Gold-Copper Project, Ecuador and Concurrent Best Efforts Offering of Subscription Receipts for up to C$16 Million

Core Viewpoint - Tincorp Metals Inc. has entered into a share purchase agreement to acquire the Santa Barbara Gold-Copper Project in Ecuador, which is expected to enhance its resource portfolio and create value for shareholders [1][2]. Project Overview - The Santa Barbara Gold-Copper Project is located in the Zamora-Chinchipe Province of southeastern Ecuador, approximately 76 kilometers east of Zamora, with a valid environmental permit for exploration and drilling across six concessions covering 52 square kilometers [3][4]. - The project is situated near several significant mining operations, including Silvercorp's Condor Project and Lundin Gold's Fruta Del Norte Mine [4]. Historical Mineral Resource Estimate - The latest mineral resource estimate from 2021 indicates an indicated resource of 39.8 million tonnes at an average grade of 0.83 g/t AuEq, containing approximately 859,000 ounces of gold [6]. - An inferred resource of 166.7 million tonnes at an average grade of 0.66 g/t AuEq is also reported, containing about 2.77 million ounces of gold [6]. Exploration History - Modern exploration at the project began in the late 1980s, with extensive drilling and surface programs conducted by various owners, totaling 22,027 meters of diamond drilling in 56 holes from 1999 to 2018 [12][15]. - The mineralized zone has dimensions of 1.2 km north-south and 500 m east-west, extending to a depth of over 500 m, and remains open in all directions [11]. Acquisition Details - Tincorp will acquire all shares of Santa Barbara Metals Inc. for a total consideration of C$6 million in common shares and US$13.5 million in cash, structured in four installments [18]. - The acquisition is subject to approval from the TSX Venture Exchange and requires shareholder approval due to its classification as a related-party transaction [19][32]. Future Plans - Following the acquisition, Tincorp plans to mobilize three drill rigs for a 10,000-meter phase 1 drill program to upgrade known mineralized zones and explore new targets [17][18]. - The company anticipates that the gold and copper resources at Santa Barbara can be expanded through continued exploration and drilling campaigns [17]. Financing - Tincorp has announced a concurrent private placement to raise up to C$16 million through the issuance of subscription receipts, which will convert into units consisting of common shares and warrants [22][23]. - The proceeds from the offering will be allocated to the Santa Barbara Project, cash payments to vendors, and general administrative expenses [28].