Vancouver, British Columbia, June 24, 2021 – Gold Line Resources Ltd. (TSX-V: GLDL) (“Gold Line” or the “Company”) is pleased to announce that it has closed the previously announced asset purchase transaction pursuant to which Gold Line has acquired a 100% interest in Agnico Eagle Mines Limited’s (NYSE and TSX: AEM) (“Agnico”) Oijärvi Gold Project located in central Finland and Solvik Gold Project located in southern Sweden (collectively, the “Projects”) for an aggregate purchase price of US$10 million comprised of cash and shares of each of Gold Line and EMX Royalty Corp. (NYSE American and TSX-V: EMX) (“EMX”) (the “Transaction”). In connection with the Transaction, Agnico will retain a 2% net smelter return (“NSR”) royalty on the Projects, 1% of which may be purchased at any time by EMX for US$1 million.
Adam Cegielski, President, CEO and Director of Gold Line comments, “We are incredibly excited to have closed our transaction with Agnico for the Oijärvi and Solvik Projects. These are district scale opportunities in excellent mining jurisdictions, and we are now moving quickly to secure drilling permits for the projects. We are expecting a very busy year for GoldLine as we work to advance our substantial portfolio in Sweden and Finland. We look forward to expanding upon the promising exploration results on these Projects, and to building upon the relationship with our strategic partners, EMX and Agnico.”
The Transaction has been completed pursuant to an asset purchase agreement dated March 19, 2021 (the “Agreement”) among the Company, EMX, Agnico, Agnico Eagle Finland Oy and Agnico Eagle Sweden AB.
Consideration for the Transaction is US$10 million, comprised of US$7 million in cash, US$1.5 million in common shares of EMX (“EMX Shares”) and US$1.5 million in common shares of Gold Line (“Gold Line Shares”), which is required to be paid to Agnico as follows:
| Date | Cash Payments (USD) | EMX Shares (USD) |
Gold Line Shares (USD) |
| Upon signing of the Purchase Agreement | $750,000 (paid) | $375,000 (issued) | $375,000 (issued) |
| On the first anniversary of the Purchase Agreement | $1,500,000 | $500,000 | $500,000 |
| On the second anniversary of the Purchase Agreement | $1,750,000 | $625,000 | $625,000 |
| On the third anniversary of the Purchase Agreement | $3,000,000 | – | – |
| Total | $7,000,000 | $1,500,000 | $1,500,000 |
In addition, EMX will receive cash and share payments from Gold Line as set out in the table below:
| Date | Cash Payments (USD) | Gold Line Shares (USD) |
| Upon signing of the Purchase Agreement | – | $375,000 (issued) |
| On the first anniversary of the Purchase Agreement | $250,000 | $250,000 |
| On the second anniversary of the Purchase Agreement | $312,500 | $312,500 |
| Total | $562,500 | $937,500 |
In connection with the Transaction, the Company paid finder’s fees of 2% to two arm’s length parties, Fiore Management & Advisory Corp. and Winchester Securities Corporation, who assisted in facilitating the Transaction, totalling approximately $200,000, which was paid by issuing an aggregate of 423,050 Gold Line Shares evenly between the two parties. These securities are subject to a hold period of four (4) months plus one day, expiring on October 25, 2021.
All Gold Line Shares and EMX Shares issuable in connection with the Transaction are based on the volume-weighted average price for the 20 trading days (the “20-day VWAP”) prior to the date of issuance, with the exception of the first tranche, which was based on the 20-day VWAP prior to the effective date of the Agreement, being C$0.59 and C$4.056, respectively, on March 18, 2021.
