Terraco Gold Announces 3rd Royalty Acquisition on the Spring Valley Gold Deposit, Nevada and a Non-Dilutive US$1,000,000 Cash Infusion
Highlights:
- Transaction increases royalty exposure on Barrick operated Spring Valley Project
- Additional royalty option positions Terraco up to 3% NSR coverage on the known Spring Valley gold deposit
- US$1,000,000 cash infusion with no dilution to shareholders
Vancouver, BC, April 22, 2013 - (TSX Venture: TEN). Terraco Gold Corp.(�Terraco� or the �Company�) is pleased to announce that it has entered into a three-way transaction whereby Terraco and its wholly owned Nevada subsidiary, TGC Holdings Ltd., (�TGC� and together with Terraco, the �Terraco Parties�) will receive a US$1,000,000 non�dilutive cash infusion and an option to acquire a net smelter returns royalty (�NSR�) (described below) on part of the Spring Valley gold project located in Pershing County, Nevada (�Spring Valley Project�). This is the third NSR transaction that Terraco has entered into relating to the growing Spring Valley Project, which is a joint venture between Barrick Gold Corp. (�Barrick�) and Midway Gold Corp. (�Midway�). The Spring Valley Project adjoins Terraco�s 100% owned Moonlight Project that encompasses over 35 square kilometers.
�In conjunction with our first two NSR transactions on the Spring Valley Project (December 2011 & March 2012), Terraco now has royalty coverage, either by direct ownership or option, of up to 3% NSR on this developing project. This is exciting for several reasons in that we believe Barrick�s continued work and development at Spring Valley will add additional ounces of gold discovered beyond the current NI 43-101 mineral resource and that Terraco will enjoy significant cash flow (from the 3% NSR) on those growing gold ounces when in production. Terraco management believes that the valuation of a 3% gold NSR on a Barrick led project will grow as the project moves towards production. We are also excited, in these tough economic and market times, to be able to deliver to shareholders a US$1.0 million cash infusion without issuing a single share, thus no additional shareholder dilution�, stated Todd Hilditch, President and CEO of Terraco.
Transaction Terms
Under the terms of the three-way transaction, the Terraco Parties have: (i) entered into a royalty purchase agreement with the royalty owner (the �Royalty Vendor�) on certain claims on the Spring Valley Project pursuant to which TGC will acquire 1/7ths of the sliding scale NSR (the �Purchased NSR Interest�) (see Note 1). The Purchased NSR Interest represents a 1% NSR when gold prices exceed US$700 per ounce and on production greater than 500,000 ounces of gold from the claims covered by the Royalty Vendor�s NSR on the Spring Valley Project; and (ii) entered into a second royalty purchase agreement with a third party investor (the �Strategic Investor�) pursuant to which the Terraco Parties will sell the Purchased NSR Interest to the Strategic Investor and retain a 50% interest. Transaction details are as follows:
� in consideration of the Purchased NSR Interest, Terraco will pay the Royalty Vendor US$4,200,000 and issue to the Royalty Vendor 800,000 common shares.
� the Strategic Investor will fund the US$4,200,000 for Terraco to acquire the Purchased NSR Interest by buying the Purchased NSR Interest from Terraco for US$5,200,000 thus providing Terraco a US$1,000,000 cash infusion.
� the Terraco Parties will retain an option to acquire, for US$2,600,000, one-half of the Purchased NSR Interest (0.5% of the 1% NSR based on current gold prices) until December 30, 2016 or within 1 year of a change of control of Terraco or TGC.
As part of the transaction, Terraco retains US$1,000,000 as a cash infusion without the issuance of debt or common shares, or any other mechanism, that would dilute or effect the Company�s share structure. The Company continues to maintain a debt-free balance sheet and on closing of this transaction will have in excess of CDN$2,100,000 in the treasury.
To view this entire press release please visit:
The reader is invited to view Terraco�s corporate presentation (including detailed outline of the Barrick led NSR royalty assets in Nevada) contained in the link below:
Please always feel welcome to call at either of the numbers listed below.
Thank you as always for your time.
Matt
Please find the Terraco Gold Corporate Video with contained in the link below: Terraco Gold Corporate Video
Please visit our website at: http://www.terracogold.com/
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About Terraco Gold
Terraco Gold Corp. (TSX.V: TEN | US: TCEGF), ("Terraco") project portfolio includes an NSR royalty and NSR royalty options on a Barrick Gold led project in Nevadaand controls 100% of the 35 sq km that adjoins the north side of the Barrick led project. In addition Terraco controls 100% of an advanced-stage gold project in Idaho.
Terraco has royalty coverage on claims covering the Spring Valley Gold Project ("Spring Valley"), located in Pershing County, Nevada. Spring Valley is a joint venture between Barrick Gold Corp. ("Barrick") and Midway Gold Corp., where Barrick has the right to earn 60% interest in the project by completing work expenditures totalling US $30 million before December 31, 2013. Terraco's net smelter returns ("NSR") royalty coverage includes the option to acquire a 2.5% NSR royalty on claims covering the majority of the Spring Valley deposit and an additional direct ownership up to an additional 1% NSR royalty covering the remaining portion of the Spring Valley deposit.
Terraco also controls over 13 sqm's (35 sqkm) in its 100%-owned Moonlight Project which is located along trend and adjoins the north side of Spring Valley.
The 100% owned �Moonlight Project�is located 200 kilometres northeast of Reno, Nevada and approximately 8 kilometres north of the Coeur d'Alene Rochester silver-gold mine. The Rochester Mine has produced over 125 million ounces of silver and 1.2 million ounces of gold in its 25 year history and has recently returned to production.
The 100% owned �Almaden (Nutmeg Mountain) Project�is located 126 kilometres north of Boise, Idaho. The project hosts a National Instrument 43-101 compliant measured plus indicated and inferred resource of 948,000 ounces of gold within 90 m of surface. The advanced- stage Almaden (Nutmeg Mountain) Project project has excellent access with good infrastructure and includes over 69,000 m of drilling in 935 drill holes.
Terraco's exploration is conducted by Charles Sulfrian, CPG (Vice President, Exploration) and Ken Snyder, PhD (Lead Consulting Geologist). Both Mr. Sulfrian and Dr. Snyder were instrumental in the discovery of major Nevada gold mines including Barrick's Goldstrike Mine and Newmont's Ken Snyder Midas Mine respectively.
Matt W. Johnston 1825-1055 West Hastings St. Vancouver, BC Canada V6E 2E9 Tel: 604.443.3835 Toll-Free: 1.877.792.6688 Ext: 4 www.terracogold.com
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