Centenera Signs Definitive Option for Esperanza Copper-Gold Project, San Juan Province, Argentina

By Pia Rivera

Centenera Mining Corporation (“Centenera” or the “Company”) (TSXV:CT) (OTCQB:CTMIF) announces that it has signed a definitive property option agreement (the “Agreement”) for the Esperanza Copper-Gold Project (“Esperanza” or the “Project”), consisting of 32 mining claims in San Juan Province, Argentina. The Company had previously entered into a binding Letter of Intent (previous news release January 23, 2017) with an arm’s length vendor (the “Vendor”), whereby Centenera was granted the exclusive option to acquire a 100% interest in Esperanza.

“Signing a definitive option agreement for Esperanza is an important milestone for Centenera,” stated Keith Henderson, Centenera’s President & CEO. “The recent drill program at the project returned excellent results, confirmed our belief that Esperanza has significant bulk tonnage potential and sets the stage for us to actively seek joint venture partners to advance the Project.”

Esperanza Drilling Highlights

  • Hole 18-ESP-025, ranked 3rd best copper drill intersection globally in Q1 2018, returned 0.81% copper equivalent from surface to 368m1,2
  • 2018 drill program intersected continuous mineralization from surface to end of hole — 387m in Hole 18-ESP-025, 451m in Hole 18-ESP-0271
  • Deposit remains open both laterally and at depth
  • Four priority drill targets identified to assess bulk tonnage potential

Notes 1 True width is not known. 2 Copper equivalent = Copper grade % + (0.795 x gold grade g/t), where the conversion factor of 0.795 is calculated by comparing the value of copper $2.20/lb to the value of gold at $1,200/oz and assuming 100% recovery.

Esperanza Option Terms

Under the terms of the Agreement and subject to acceptance by the TSX Venture Exchange (the “TSXV”), Centenera has the exclusive right and option (the “Option”) to earn a 100% interest in the Project through (i) the payment of USD $2,306,000 (of which USD $208,000 has been paid to date) and (ii) the issuance of common shares in the Company valued at USD $500,000 (at the time of issuance) to the Vendor (the “Option Payments”).

Upon completion of the Option Payments, Centenera will be deemed to have exercised the Option and will have earned an undivided 100% legal and beneficial interest in and to the Project, subject to a 2% Net Smelter Returns Royalty (“NSR Royalty”) to be granted to the Vendor. Centenera will have a right to buy back 0.5% of the NSR Royalty for USD $1,000,000, at which time the NSR Royalty payable to the Vendor shall be 1.5%. During the Option period, Centenera will be responsible for maintaining the exploration concession and permits comprising the Project in good standing, paying all fees and assessments and taking such other steps as may be required to carry out the foregoing. There will be no other work commitments, and any work carried out on the Project will be at the sole discretion of Centenera.

Debt Settlement

The Company has negotiated debt settlements with various arm’s length creditors (the “Debt Settlements”). Pursuant to the Debt Settlements, and subject to acceptance by the TSXV, the Company has settled aggregate debt of CAD $130,000 outstanding as at June 30, 2018, in consideration of the issuance to the creditors of 1,083,000 common shares of the Company at a deemed issuance price of CAD $0.12 per share.

Table 1: Esperanza Option Terms

Date Cash (USD) Value of Shares (USD)
Effective Date $80,000 (paid)
15 December 2017 $83,000 (paid)
15 June 2018 $45,000 (paid)
15 September 2018 $45,000
15 December 2018 $105,000
15 June 2019 $106,000
15 December 2019 $118,000
15 June 2020 $120,000
15 December 2020 $142,000
15 June 2021 $142,000
15 December 2021 $420,000 $250,000
15 December 2022 $900,000 $250,000
Total $2,306,000 $500,000

Adjusted Loan Term

The Company also announces that pursuant to loans of an aggregate of CAD $200,000 from two lenders (previous news release June 15, 2018), the term of the loans has been increased from one year to three years. The interest rate remains unchanged at 5% per annum compounded annually, payable at maturity; and the number of bonus common share purchase warrants that the Company has agreed to issue to each of the lenders is confirmed at 714,286, each of which warrants will entitle the holder to purchase one common share of the Company for a period of three years at an exercise price of CAD $0.14 per share

Options Issued

The Company also announces that it has granted an aggregate of 1,400,000 stock options to various directors, officers, employees and consultants of the Company and its affiliates. The options are exercisable to purchase common shares of the Company on or before July 9, 2021 at a price of CAD $0.12 per share.

On Behalf of the Board of Directors of

CENTENERA MINING CORPORATION

“Keith Henderson”

President & CEO

For further details on the Company readers are referred to the Company’s web site (www.centeneramining.com) and its Canadian regulatory filings on SEDAR at www.sedar.com.

For further information, please contact:

Keith Henderson

Phone: 604-638-3456

E-mail: info@centeneramining.com

Neither 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 news release.

This news release contains forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable Canadian and U.S. securities legislation, including the United States Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, included herein including, without limitation, statements regarding the exercise of the Option, the anticipated content and timing of exploration programs in respect of the Project and otherwise, anticipated exploration program results from exploration activities, the Company’s expectation that it will be able to enter into agreements to relating to its current mineral properties, the discovery and delineation of mineral deposits/resources/reserves on the Project, and the anticipated business plans and timing of future activities of the Company, are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Often, but not always, forward looking information can be …read more

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