The Fairweather property
The Corporation has been assigned, subject to Exchange approval, the right to acquire a 100% interest in the property by paying Tudor Holdings Ltd. the sum of $37,662, which represents Tudor Holdings Ltd.‟s costs paid to date in respect of the property. Additional option payments totaling $320,000 over a five year period, and the issuance of up to 700,000 shares in the capital of the Corporation over a five year period, with an initial issuance of 250,000 shares upon the Corporation receiving Exchange approval, are required to be assumed and paid by the Corporation to acquire a 100% interest in the property. The property is subject to a 2% NSR royalty.
The Fairweather property comprises 6 claim blocks located approximately 55km north of Stewart, British Columbia and is considered prospective for transitional epithermal gold-silver mineralization similar to those being developed 10 kilometers to the north at the Brucejack property. The initial target area is a quartz brecciated conglomerate zone discovered in 1987 that returned 4.04 grams gold per tonne over 7 meters in a trench. A subsequent small work program did not extend the mineralization due to deep over-burden. Further trenching and shallow drilling have been recommended but not yet carried out.
The Delta property
The Corporation has been assigned, subject to Exchange approval, the right to acquire a 100% interest in the property by paying Tudor Holdings Ltd. the sum of $105,951, which represents Tudor Holdings Ltd.‟s costs paid to date in respect of the property. Additional option payments totaling $900,000 over a four year period are required to be assumed and paid by the Corporation to acquire a 100% interest in the property. Claims comprising the property are subject to NSR royalties of 2½% to 3%.
The Delta property adjoins the Fairweather property to the north. Since 1985 approximately $1.5 million in exploration has occurred on the Delta property including small drill programs in 2012 and 2013. In the western portion of the property, a 2012 drill hole believed to have intersected the downward projection of the Feld zone returned a 5.8 meter down hole interval grading 3.0 grams gold per tonne from 210.9 to 216.7 meters. Two other holes were drilled at steeper angles failed to hit any significant mineralization
but both holes appear to have been stopped short before encountering the Feld zone.
The central portion of the Delta property hosts an area where gold and silver anomalous heavy metal stream sediment samples ranging from 1,255 to 6,500 parts per billion (“ppb”) gold and from 20.0 to 141 parts per million (“ppm”) silver were collected from five streams in 1986.
The High North property
The Corporation has been assigned, subject to Exchange approval, the right to acquire a 100% interest in the property by paying Tudor Holdings Ltd. the sum of $102,468, which represents Tudor Holdings Ltd.‟s costs paid to date in respect of the property. Additional option payments totaling $900,000 over a four year period are required to be assumed and paid by the Corporation to acquire a 100% interest in the property. The property is subject to a 2½% NSR royalty.
The High North property is located immediately south of Seabridge Gold‟s KSM property and is considered prospective for similar style copper-gold porphyry mineralization. A prominent thrust fault, the Sulphurets Fault, traverses the length of the KSM property and continues southward for another 5 kilometers onto the High North property. This fault is spatially related to all of the copper-gold deposits at KSM. The northern area of the High North property heading onto the KSM property is quite rugged, at high altitude and a large portion is covered by ice.
The foregoing technical disclosure and scientific information, including results of the previous exploration, has been reviewed, compiled and approved by Richard A. Graham, P. Geol., who is a „qualified person‟ for the purpose of National Instrument 43-101, Standards of Disclosure for Mineral Projects.
The Corporation will pay no finders‟ fees in connection with the proposed acquisitions. The shares issued in connection with the Fairweather property will be subject to a statutory hold period of four months and a day from closing. The assignment and assumption agreements entered into by the Corporation and Tudor Holdings Ltd. constitute „related party transactions‟ under MI 61-101. The Corporation is exempt from both the formal valuation and the minority shareholder approval requirements of MI 61-101 in connection with the issue of the consideration for the properties because neither the fair market value of the cash consideration and the shares to be issued for the Fairweather property do not exceed 25% of the Corporation‟s market capitalization as calculated in accordance with MI 61-101.