Caldas Gold Corp. (TSX-V: CGC) (OTCQX: ALLXF) announces that it has
taken certain actions as set out below in respect of its public
disclosure in connection with an Ontario Securities Commission
(“OSC”) review related to the preliminary short form prospectus
filed by Caldas Gold on August 18, 2020 in connection with its
issuance and sale of Special Warrants.
Amended News Releases
In news releases dated May 13, 2020, May 15,
2020, May 21, 2020, June 16, 2020, June 22, 2020, June 23, 2020 and
July 2, 2020, the Company stated: “Caldas Gold is a Canadian junior
mining company currently advancing a prefeasibility study for a
major expansion and modernization of its underground mining
operations at its Marmato Project in the Department of Caldas,
Colombia with mineral resources of 2.0 million ounces of gold in
the Measured and Indicated categories and 3.3 million ounces in the
Inferred category.” Such disclosure is hereinafter referred to as
the “Technical Disclosure”.
The Company is subject to National Instrument
43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”).
Pursuant to Item 2.2(d) of NI 43-101, an issuer must not disclose
any information about a mineral resource or mineral reserve unless
the disclosure states the grade or quality and the quantity for
each category of the mineral resources and mineral reserves if the
quantity of contained metal or mineral is included in the
disclosure. Pursuant to Item 3.4(b) of NI 43-101, if an issuer
discloses in writing mineral resources or mineral reserves on a
property material to the issuer, the issuer must include in the
written disclosure the quantity and grade or quality of each
category of mineral resources and mineral reserves.
Pursuant to NI 43-101, the Company hereby
retracts the prior disclosure and restates the Technical Disclosure
as follows:
“Caldas Gold is a Canadian junior mining company
currently advancing a prefeasibility study for a major expansion
and modernization of its underground mining operations at its
Marmato Project in the Department of Caldas, Colombia with mineral
resources of 2.0 million ounces of gold in the Measured and
Indicated categories based on a total of 17.3 million tonnes with
an average grade of 3.7 g/t and 3.3 million ounces in the Inferred
category based on a total of 44.9 million tonnes at an average
grade of 2.3 g/t.”
Amended Technical Report
Caldas Gold has filed an amended preliminary
feasibility study technical report on its Marmato Project pursuant
to National Instrument 43‐101 - Standards of Disclosure for Mineral
Projects (“NI 43‐101”) entitled “Revised NI 43-101 Technical
Report Pre-Feasibility Study Marmato Project Colombia” (the
“Amended Technical Report”).
The Amended Technical Report does not change the
mineral resources or mineral reserves outlined in the original
report dated August 17, 2020.
The Amended Technical Report reflects the
following changes: (i) statements of mineral reserves and mineral
resources have been revised to specify whether such estimates
include or exclude the mineral reserve tonnage; and (ii) figure
17-2 (a process flow sheet for the MDZ process plant), which was
inadvertently omitted from the original report, is now included in
the Amended Technical Report.
The Amended Technical Report has been filed to
ensure compliance with NI 43-101.
Additional Filings
Caldas Gold has filed management’s discussion
and analysis of financial condition and results of operations
(“MD&A”) of Caldas Finance Corp. for the financial year ended
December 31, 2019 (the “RTO Acquirer Annual MD&A”). The RTO
Acquirer Annual MD&A was not previously filed by Caldas
Gold.
Caldas Gold has also filed: (i) amended
unaudited interim condensed consolidated financial statements of
the Company (then called Bluenose Gold Corp.) for the three and six
months ended December 31, 2019 and 2018, and the notes thereto (the
“Amended Financial Statements”); and (ii) amended MD&A of the
Company (then called Bluenose Gold Corp.) for the three and six
months ended December 31, 2019 (the “Amended MD&A”).
The changes reflected in the Amended Financial
Statements and the Amended MD&A are not considered to be
material to the Company. The Amended Financial Statements have been
revised to: (i) remove the Notice of No Auditor Review, as such
interim financial statements have now been auditor reviewed, and
(ii) fix the header to the notes to the Amended Financial
Statements to indicate that such financial statements are in
respect of the three and six months ended December 31, 2019 and
2018. The Amended MD&A has been revised to: (i) fix a numerical
typographical error; and (ii) fix the header to the Amended
MD&A to indicate that such document relates to the three and
six months ended December 31, 2019 and 2018.
About Caldas Gold
Caldas Gold is a Canadian junior mining company
currently advancing a major expansion and modernization of its
underground mining operations at its Marmato Project in the
Department of Caldas, Colombia. Caldas Gold also owns 100% of the
Juby Project, an advanced exploration-stage gold project located
within the Shining Tree area in the southern part of the Abitibi
greenstone belt about 100 km south-southeast of the Timmins gold
camp.
Additional information concerning Caldas Gold,
including the Amended Technical Report, the RTO Acquirer Annual
MD&A, the Amended Financial Statements and the Amended
MD&A, can be found under its profile on SEDAR at www.sedar.com
and on its website at www.caldasgold.ca.
Qualified Persons
The “qualified persons” for the purposes of NI 43-101 include
Ben Parsons, MSc, MAusIMM (CP) – Principal Consultant (Resource
Geologist); Fernando Rodrigues, BS Mining, MBA, MAusIMM, MMSAQP –
Principal Consultant (Mining Engineer); and Joanna Poeck, BEng
Mining, SME-RM, MMSAQP – Principal Consultant (Mining Engineer).
Such qualified persons have prepared or reviewed the preparation of
the scientific and technical information included in this news
release.
Forward-Looking Information
This news release contains “forward-looking
information” within the meaning of applicable Canadian securities
legislation concerning the business, operations and financial
performance of Caldas Gold. Forward-looking statements in this
press release, which are all statements other than statements of
historical fact. Often, but not always, forward-looking statements
can be identified by the use of words such as “plans”, “expects”,
“is expected”, “budget”, “scheduled”, “estimates”, “forecasts”,
“intends”, “anticipates”, or “believes” or variations (including
negative variations) of such words and phrases, or state that
certain actions, events or results “may”, “could”, “would”, “might”
or “will” be taken, occur or be achieved.
Forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of Caldas Gold to be
materially different from any future results, performance or
achievements expressed or implied by the forward-looking
statements. Factors that could cause actual results to differ
materially from those anticipated in these forward-looking
statements include: risks associated with receiving final
regulatory and other approvals or consents, and the other risk
factors as described under the caption “Risk Factors” in the
Company’s annual information form for the financial year ended
December 31, 2019 dated as of August 17, 2020 which is available
for view on SEDAR at www.sedar.com.
Forward-looking statements contained herein are
made as of the date of this press release and Caldas Gold
disclaims, other than as required by law, any obligation to update
any forward-looking statements whether as a result of new
information, results, future events, circumstances, or if
management’s estimates or opinions should change, or otherwise.
There can be no assurance that forward-looking statements will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such statements.
Accordingly, the reader is cautioned not to place undue reliance on
forward-looking statements.
For Further Information,
Contact:
Mike Davies Chief Financial Officer (416) 360-4653
investorrelations@caldasgold.ca
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.
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