Mazorro Resources Inc.

Mazorro Resources Inc.

January 28, 2014 08:30 ET

Mazorro Resources Amends Acquisition Agreement for Monster Lake Area Claims, Northwestern Quebec

OTTAWA, ONTARIO--(Marketwired - Jan. 28, 2014) - Mazorro Resources Inc. ("Mazorro" or the "Company") (TSX VENTURE:MZO)(FRANKFURT:JAM) announces that it has entered into an amended asset purchase agreement (the "Agreement") for the acquisition of an interest in a total of 81 claims covering approximately 4,300 hectares in the Monster Lake area, in northwestern Quebec.

The terms of the original acquisition agreement (see press release of November 27, 2013) have been amended such that the Company will initially acquire a 50% interest in the claims versus a 100% interest. The vendor, Synergy Acquisition Corp. ("Synergy") will retain a 50% interest in the claims and will act as operator to conduct exploration programs. Synergy has committed to completing approximately $100,000 of exploration work programs comprising a helicopter borne geophysical survey expected to be completed during January.

Under the terms of the Agreement, the Company will acquire an initial 50% interest in 81 claims by paying Synergy, an arm's-length party to Mazorro, a total of $80,000 in cash and issuing a total of 4,000,000 common shares and 1,000,000 warrants of the Company (the "Purchase Price"). Initial consideration payable includes $25,000 cash, 1,500,000 common shares and 1,000,000 warrants (paid during December 2013). Each warrant is exercisable at a price of $0.10 per share and will expire December 12, 2015. The balance of the Purchase Price is payable as follows: $25,000 cash and 1,500,000 common shares upon the receipt of a National Instrument 43-101 compliant technical report on the property; $10,000 cash payable on the date that Synergy completes work assessment filings with respect to the claims with further cash payments of $10,000 payable both six and twelve months thereafter; with a final payment of 1,000,000 common shares payable twelve months following the execution of the original agreement.

Additionally, Mazorro will have an option, exercisable for a period of two years, to acquire the 50% interest retained by Synergy for a cash payment of $100,000. Should this option be exercised, Synergy would retain a 2% net smelter royalty ("NSR") with the Company having the right to purchase one-half (1.0%) of the NSR at any time by paying Synergy $250,000. If the option is not exercised, the parties will enter into a joint venture agreement with a standard dilution clause and will co-fund their proportionate share of project costs.

The securities to be issued by the Company pursuant to the agreement will be subject to a four month hold period from their date of issuance. The Agreement and the transactions contemplated therein are subject to TSX Venture Exchange acceptance.

About the property

The Monster Lake area is located in northwestern Quebec, approximately 44 kilometres southwest of the town of Chibougamau. The property is easily accessible by road and a high-voltage power line crosses the area nearby. The claims acquired comprise two blocks: one block comprising 40 claims is located immediately to the west and contiguous to TomaGold Corp.'s Monster Lake property and the second block comprising 41 claims is located to the southeast of TomaGold's property and adjoins various other land holdings in the area.

Since 1984, over 40,000 metres of diamond drilling has been completed by various operators along the over four-kilometre mineralized corridor at the Monster Lake area. In the winter of 2012, TomaGold drilled 16 holes for a total of 2,420 metres on the Annie zone, which resulted in a major discovery of 237.6 grams per tonne of gold over 5.7 metres in hole M-12-60. In 2013, TomaGold drilled 12 holes totalling 5,000 metres on zone 325. All the holes intersected the gold-bearing structure, and seven of the 12 holes returned values of over 10 grams per tonne of gold (see TomaGold's website at TomaGold recently announced a significant option agreement with Iamgold Corp. valued at over $17.5 million whereby Iamgold can earn a 50% interest in TomaGold's Monster Lake and other properties (see TomaGold press release dated November 12, 2013).

About Mazorro

Mazorro Resources Inc. is a TSX Venture Exchange listed, Canadian based, precious metals exploration company that is active in creating value through exploration and development of gold projects in Quebec. Mazorro currently has 54,014,773 common shares outstanding.

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

Some statements in this release may contain forward-looking information. All statements, other than of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements regarding potential mineralization) are forward-looking statements. Forward-looking statements are generally identifiable by use of the words "may", "will", "should", "continue", "expect", "anticipate", "estimate", "believe", "intend", "plan" or "project" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company's ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements. Factors that could cause actual results or events to differ materially from current expectations include, among other things, without limitation, failure to establish estimated mineral resources, the possibility that future exploration results will not be consistent with the Company's expectations, changes in world gold markets or markets for other commodities, and other risks disclosed in the Company's public disclosure record on file with the relevant securities regulatory authorities. Any forward-looking statement speaks only as of the date on which it is made and except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement.

Contact Information

  • Mazorro Resources Inc.
    André Audet
    Interim President & CEO
    (613) 241-2332