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Pedra Branca

Vancouver, B.C. ValOre Metals Corp. (TSX‐V: VO) ("ValOre") today provided an update on exploration activities related to the Pedra Branca Project located in Brazil.

The Pedra Branca Project is a Platinum Group Metals (“PGM”) District located in northeastern Brazil covering a total area of 38,940 hectares (96,223 acres) that includes 38 exploration licenses. The independent NI 43-101 resource estimate (See ValOre news release July 23, 2019) is comprised of 5 distinct deposit areas which host, in aggregate, an inferred resource of 1,067,000 ounces PGM+Gold (Palladium, Platinum and Gold; Pd, Pt+Au) in 27.2 million tonnes (“Mt”) grading 1.22 grams PGM+Gold per tonne (“g PGM+Au/t”). PGM mineralization outcrops at surface and all of the known inferred resources are potentially mineable by open pit methods.

ValOre’s Chairman and CEO, Jim Paterson commented: “ValOre’s efforts to maximize the tremendous database generated by previous owners of the Pedra Branca PGM Project began prior to the August 2019 closing of our acquisition and as we learn more, our excitement level for the project grows by the day. We’ll announce our 2020 exploration plans once we’ve assessed results from our initial on-site exploration visit conducted in October together with the additional knowledge gained from our review of the historical exploration activities.”

Please visit ValOre’s website to view an updated corporate presentation and project summary: http://www.valoremetals.com/investors/presentations-downloads/

ValOre is currently leveraging the considerable existing project database to: generate targets to expand known inferred PGM resources; upgrade targets having known PGM-mineralization; and make new “greenfields” discoveries:

  • Ground-truthing: a comprehensive review of the database has resulted in the identification of approximately 100 historical trenches excavated by previous exploration groups; an increased understanding of geology and PGM mineralization; and thus more confidence in potential opportunities to expand known resources and make new discoveries.
  • WorldView: acquisition of enhanced and modeled digital satellite imagery from the highest resolution commercial satellite in the world, focused on supporting exploration fieldwork with mineral modeling targeted to define host ultramafic intrusions, as well as providing high-spatial resolution true-color imagery for the project area.
  • Geophysics: re-processing the district-scale, detailed (50 m line-spacing) 2013 aeromagnetic survey collected by Anglo American by means of a 3D magnetic-susceptibility model to help define the geometry, dip and approximate dimensions of the target ultramafic intrusions. High-priority target areas have been selected for subsequent detailed 3D inversion modelling to further refine drill targeting.
  • HIVE: consultancy performing a full drillhole database verification program and supporting ValOre in the development and refinement of an accurate, organized and synthesized exploration database.
  • Data compilation: upon completion of the above-mentioned database verification and organization, authenticated historical data will be synchronized with newly acquired exploration data to facilitate and accelerate the path to discovery and resource expansion.

Our first two test cases of pure greenfields targeting, involving investigations of discrete reduced to pole (RTP) magnetic anomalies (from re-processing of Anglo American’s airborne magnetic survey), combined with targeting various classes of spectral chromitite and ultramafic picks (from WorldView data) has resulted in the field identification of chromitite mineralization and other coarse-grained cumulate ultramafic rocks at the C04 anomaly located approximately 5 km north of Esbarro in rolling brush-covered terrain, and the identification of extensive boulders and possible subcrop of coarse cumulate pyroxenite to peridotite at anomaly C11 located 500m southeast of Cedro within a steep talus- and debris flow-covered slope. Samples collected in the field have been sent to SGS labs, Canada, for assay analyses.

Importantly, there were no mapped ultramafic rocks, and no historical soil, rock or stream sediment data over either target, so target confirmation has been achieved solely by using the RTP aeromagnetic and WorldView spectral data.

This sets the stage for follow-up of numerous other pure greenfields targets in the region, with significant implications for expanding the exploration and development potential of the Pedra Branca Project.

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Vancouver based company with a portfolio of high‐quality exploration projects.  ValOre’s team aims to deploy capital and knowledge on projects which benefit from substantial prior investment by previous owners, existence of high-value mineralization on a large scale, and the possibility of adding tangible value through exploration, process improvement, and innovation.

ValOre recently acquired an exciting Platinum Group Metals (“PGM”) property, Pedra Branca, in Brazil, to bolster its existing Angilak uranium, Genesis/Hatchet uranium and Baffin gold projects in Canada.

The Pedra Branca Project is a PGM District located in northeastern Brazil that comprises 38 exploration licenses covering a total area of 38,940 hectares (96,223 acres). At Pedra Branca, five distinct PGM deposit areas host, in aggregate, a NI 43-101 inferred resource estimate of 1,067,000 ounces PGM+Gold (Palladium, Platinum and Gold; Pd, Pt+Au) in 27.2 million tonnes (“Mt”) grading 1.22 grams PGM+Gold per tonne (“g PGM+Au/t”) (see ValOre news release July 23, 2019). PGM mineralization outcrops at surface and all of the inferred resources are potentially mineable by open pit.

ValOre’s 89,852-hectare Angilak Property in Nunavut Territory, hosts the Lac 50 Trend with a NI 43‐101 Inferred Resource of 2,831,000 tonnes grading 0.69% U3O8, totaling 43.3 million pounds U3O8. ValOre's comprehensive exploration programs have demonstrated the "District Scale" potential of the Angilak Property. For disclosure related to the inferred resource for the Lac 50 Trend uranium deposits, please refer to ValOre's news release of March 1, 2013.

ValOre’s team has forged strong relationships with sophisticated resource sector investors and partner Nunavut Tunngavik Inc. (NTI) on both the Angilak and Baffin Gold Properties. ValOre was the first company to sign a comprehensive agreement to explore for uranium on Inuit Owned Lands in Nunavut Territory, Canada and is committed to building shareholder value while adhering to high levels of environmental and safety standards and proactive local community engagement.

On behalf of the Board of Directors,

"Jim Paterson"

James R. Paterson, Chairman and CEO

ValOre Metals Corp.

For further information about, ValOre Metals Corp. or this news release, please visit our website at www.valoremetals.com  or contact Investor Relations toll free at 1.888.331.2269, at 604.646.4527, or by email at [email protected] .

ValOre Metals Corp. is a proud member of Discovery Group. For more information please visit: www.discoverygroup.ca.

The technical information in this news release has been prepared in accordance with Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Colin Smith, P.Geo., who oversees New Project Review for ValOre.

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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of the Company and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Not For Distribution To United States Newswire Services Or For Dissemination In The United States

Vancouver, B.C. ValOre Metals Corp. (TSX‐V: VO) ("ValOre") today announces the closing of the previously announced transaction (see ValOre news releases dated June 6, 2019, May 28, 2019 and July 16, 2019) whereby ValOre acquired the Pedra Branca Project ("Pedra Branca Project" or the "Project") in northeastern Brazil from Jangada Mines PLC (the "Transaction"). The Pedra Branca Project is a Platinum Group Metals ("PGM") District covering a total area of 38,940 hectares (96,223 acres) that comprises 38 exploration licenses.

Pursuant to a share purchase agreement (the "Agreement") among Jangada Mines PLC ("Jangada"), Valore and PBBM Holdings Ltd., a wholly-owned, British Columbia incorporated subsidiary of ValOre, ValOre acquired Jangada's interest in the Brazilian holding company Pedra Branca Brasil Mineracao Ltda. (the "Company"), which owns the Pedra Branca Project.

Material Terms of the Agreement

ValOre acquired a 100% interest in the Company in exchange for the following consideration:

  1. the issuance and allotment to Jangada of:
    1. 22,000,000 common shares in the authorized share capital of ValOre (the "Initial Shares") on closing of the Transaction ("Closing");
    2. 3,000,000 common shares in the authorized share capital of ValOre (the "Subsequent Shares" and together with the Initial Shares, the "Consideration Shares") in six equal tranches commencing on the date falling six months after Closing and ending on the date falling thirty-six months after Closing, subject to any adjustment as a result of certain specified liabilities; and
  2. cash payments to Jangada in the aggregate of C$3,000,000, as follows:
    1. C$250,000 paid to Jangada prior to Closing;
    2. C$750,000 paid to Jangada on Closing;
    3. C$1,000,000 payable on, or before, 3 months after Closing; and
    4. C$1,000,000 payable on, or before, 6 months after Closing.

All Consideration Shares will be subject to a statutory hold period expiring four months and a day from the date of issuance.

Cormark Securities Inc. was issued 1,000,000 units as a financial advisory fee. Each unit consists of one common share of ValOre and one half of one common share purchase warrant. Each whole warrant will be exercisable into one common share of ValOre for C$0.35 per common share for a period of two years from the date of the closing of the Transaction.

The issuance and allotment of the Initial Shares has resulted in Jangada becoming a "control person" of ValOre (as such term is defined by the TSX Venture Exchange) as a result of holding an interest of approximately 26.1% in the current share capital of ValOre including the issuance and allotment of the new common shares of ValOre issued pursuant to the closing of the private placements announced by ValOre on June 6, August 9, and August 12, 2019 (the "Placement"). Additionally, pursuant to the Agreement, Jangada obtained the right to nominate two individuals to the board of ValOre (the "ValOre Board") with one nominee to be appointed immediately and one nominee to be appointed as an observer to the ValOre Board, with the intention that such observer shall be appointed to the ValOre Board at the next annual general meeting of ValOre following Closing.  The two nominees will also be nominated for re-election at the annual general meeting of ValOre in 2020. Subsequently, Jangada's right to nominate up to two directors may be extended if mutually agreed in writing by ValOre, Jangada and each of the nominee board members. On Closing, Luis Mauricio Azevedo was appointed to the ValOre Board and Brian McMaster as an observer to the ValOre Board as the initial nominees of Jangada.

Pursuant to the Agreement, Jangada agreed that, for so long as it holds 10% or more of the issued and outstanding common shares of ValOre, in the event Jangada wishes to sell any of its holding of ValOre shares it will give ValOre a 7 day notice period and the opportunity to find buyers for such shares on a best price and best execution basis, with a view to maintaining an orderly market for the issued and outstanding common shares in ValOre.

In connection with the completion of the Transaction, on August 14 , 2019 Jangada Mines plc, having an office at 20 North Audley Street, London, United Kingdom, W1K 6WE, acquired 22 million common shares of ValOre as part consideration for the sale of all of the shares of the Company and as further consideration is entitled to receive an additional 3 million common shares of ValOre in six equal tranches over a period of 36 months, with the first tranche of 500,000 common shares of ValOre (the “Initial Subsequent Shares”) issuable to Jangada on February 14, 2020.  Immediately prior to the completion of the Transaction, Jangada did not own or exercise direction or control over any securities of ValOre.  Immediately following this Transaction, Jangada owned 22,000,000 common shares of ValOre, representing 26.1% of the issued and outstanding common shares of ValOre.  Assuming receipt by Jangada of the Initial Subsequent Shares, Jangada would own 22,500,000 common shares of ValOre, which would represent 26.7% of the then issued and outstanding common shares of ValOre, on a partially-diluted basis, assuming no other Shares of ValOre are issued.

The acquisition was made in connection with the completion of the Transaction.  Jangada may, depending on various factors including, without limitation, market and other conditions, increase or decrease its beneficial ownership, control or direction over common shares or other securities of ValOre. Jangada has prepared an early warning report in accordance with the requirements of National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues ("NI 62-103") that will appear under the ValOre’s profile on www.sedar.com and a copy of which may be obtained by contacting Brian McMaster, Chairman of Jangada, by telephone on +44 (0) 20 7317 6629, or in writing to 20 North Audley Street, London, United Kingdom, W1K 6WE.

Private Placement

ValOre also announces the closing of the second and final tranche of the previously announced Placement (see ValOre news releases, dated June 6, 2019, July 16, 2019, and August 7, 2019). Pursuant to this tranche of the Placement, ValOre has issued 5,713,000 units (each a "Unit") at a price of $0.25 per Unit for gross proceeds of $1,428,250. Each Unit consists of one ValOre common share (“Share”) and one-half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant will be exercisable into one Share for C$0.35 per Share for a period of two years expiring August 14, 2021. In aggregate, including both Placement tranches, ValOre has issued 12,800,000 Units at a price of $0.25 per Unit for gross proceeds of $3,200,000.

Gross proceeds will be used to fund costs of the Transaction, exploration expenditures on ValOre’s projects and working capital. Insider participation will be considered to be a related-party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). ValOre insiders James Paterson, Robert Scott, and Garth Kirkham (related parties as such term is defined in MI 61-101) participated in the Private Placement and acquired an aggregate of 4,713,000 Units. This portion of the Private Placement constituted a related party transaction for the purposes of TSX Venture Exchange Policy 5.9 and MI 61-101. The Company relied on Section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the transaction insofar as the transaction involved interested parties did not exceed 25% of the Company’s market capitalization.

The Private Placement was unanimously approved by the directors of the Company, with each of James Paterson and Garth Kirkham disclosing their interests and abstaining from voting with respect thereto as a result of their participation in the Private Placement.

The Company did not file a material change report more than 21 days before the expected closing of the Private Placement as the details of the Private Placement and the participation therein by related parties of the Company were not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons.

Finders’ fees of $7,500 and 60,000 warrants were issued to various finders related to the closing of this tranche of the Placement.  The finders’ warrants have the same terms and conditions as the Warrants issued to the subscribers under the Placement. All securities issued under this second tranche are subject to TSXV and securities regulatory legends expiring on December 15, 2019. Completion of the financing is subject to acceptance by the TSX Venture Exchange.

In accordance with the requirements of Section 3.1 of NI 62-103, James Paterson, Chairman and CEO of ValOre, having an office at 800 W Pender St #1020, Vancouver, BC V6C 1J8, announces that on August 7, 2019 and August 14, 2019 he acquired an aggregate of 8,633,000 Units at a price of $0.25 per Unit, for total consideration of $2,158,250, by way of non-brokered private placement.  Each Unit consists of one Share and one-half of one share purchase warrant.  Each whole warrant entitles the holder thereof to purchase one additional Share for two years from the date of issuance at an exercise price of $0.35. Mr. Paterson now owns or has control of 13,463,907 Shares of the Issuer, or approximately 16.02% of the current issued and outstanding Shares of ValOre.

Immediately prior to the completion of the acquisition, Mr. Paterson held 4,803,907 shares directly representing approximately 9.81% of the issued and outstanding Shares of ValOre. Immediately after the completion of the acquisition, Mr. Paterson held 13,463,907 Shares directly, representing approximately 16.02% of the issued and outstanding Shares of ValOre.  Mr. Paterson also holds 272,500 options to purchase an additional 272,500 Shares and 2,366,500 share purchase warrants for the purchase of an additional 2,366,500 Shares of ValOre.  Assuming the exercise of the options and share purchase warrants, Mr. Paterson would own a total of 16,102,907 Shares of ValOre, directly and indirectly, or approximately 19.16% of ValOre's then issued and outstanding share capital assuming no other Shares of ValOre are issued.

Mr. Paterson acquired the Units for investment purposes and may acquire additional securities or dispose of existing securities of ValOre, in the market or privately, from time to time as circumstances warrant. The securities of Mr. Paterson set out above are held directly. ValOre trades on the TSX Venture Exchange under the symbol “VO”.

A copy of the early warning report will be filed by Mr. Paterson in connection with this acquisition and will be available on the SEDAR website at www.sedar.com or by contacting Mr. Paterson at (604) 646-4527.

About ValOre Metals Corp.

ValOre Metals Corp. (TSX‐V: VO) is a Vancouver based company with a portfolio of high‐quality uranium and precious metal exploration projects in Canada. In addition to the Baffin Gold Property, ValOre holds Canada's highest‐grade uranium resource outside of Saskatchewan. ValOre’s 89,852-hectare Angilak Property in Nunavut Territory, hosts the Lac 50 Trend with a NI 43‐101 Inferred Resource of 2,831,000 tonnes grading 0.69% U3O8, totaling 43.3 million pounds U3O8. ValOre's comprehensive exploration programs have demonstrated the "District Scale" potential of the Angilak Property. For disclosure related to the inferred resource for the Lac 50 Trend uranium deposits, please refer to ValOre's news release of March 1, 2013.

In Saskatchewan, ValOre holds a 100% interest in the 13,711-hectare Hatchet Lake Property and a 50% interest in the 131,412 hectare Genesis Property, both located northeast of the north‐eastern margin of the uranium‐producing Athabasca Basin.

ValOre’s team has forged strong relationships with sophisticated resource sector investors and partner Nunavut Tunngavik Inc. (NTI) on both the Angilak and Baffin Gold Properties. ValOre was the first company to sign a comprehensive agreement to explore for uranium on Inuit Owned Lands in Nunavut Territory, Canada and is committed to building shareholder value while adhering to high levels of environmental and safety standards and proactive local community engagement.

On behalf of the Board of Directors,

"Jim Paterson"
James R. Paterson, Chairman and CEO
ValOre Metals Corp.

For further information about, ValOre Metals Corp. or this news release, please visit our website at www.valoremetals.com or contact Investor Relations toll free at 1.888.331.2269, at 604.646.4527, or by email at [email protected].

ValOre Metals Corp. is a member of Discovery Group. For more information please visit: www.discoverygroup.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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the proposed timing and issuance of the Subsequent Shares; the proposed timing and completion of future cash payments payable to Jangada; the use of proceeds; the appointment of the Jangada nominee observer to the ValOre Board; the appointment of two nominees of Jangada to the ValOre Board in 2020; the possible extension of director nominee rights of Jangada beyond 2020; and the potential future sale of shares of ValOre by Jangada. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of the Company and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Vancouver, B.C. ValOre Metals Corp. (TSX‐V: VO) ("ValOre") has today filed a technical report (the “Technical Report”) for the Pedra Branca Project located in Brazil.  The Technical Report, entitled “Pedra Branca Project May 2019 Resource Estimate Technical Report. Pedra Branca Project, Ceara State, Brazil” has been prepared in accordance with National Instrument 43-101- Standards of Disclosure for Mineral Projects (“NI 43-101”) and can be found at www.sedar.com. 

Pedra Branca Platinum Group Metals District

ValOre has entered into a definitive agreement to acquire 100% of the Pedra Branca Project from Jangada Mines plc; see ValOre news releases dated July 16, 2019.

The Pedra Branca Project is a Platinum Group Metals (“PGM”) District located in north-eastern Brazil covering a total area of 38,940 hectares (96,223 acres) that comprises 38 exploration licenses. The independent NI 43-101 resource estimate (the “Mineral Resources Estimates”) is comprised of 5 distinct deposit areas which host, in aggregate, an inferred resource of 1,067,000 ounces PGM+Gold (Palladium, Platinum and Gold; Pd, Pt+Au) in 27.2 million tonnes (“Mt”) grading 1.22 grams PGM+Gold per tonne (“g PGM+Au/t”). PGM mineralization outcrops at surface and all of the inferred resources are potentially open pittable.

Independent consultants, Susan Lomas, P.Geo. and Ali Shahkar, P.Eng., of Lions Gate Geological Consulting Inc. (“LGGC”) were commissioned to complete the mineral resource estimate and the Technical Report on behalf of ValOre and Bert Huls P.Eng. of Huls Consulting Inc., was commissioned to review the metallurgical information and contribute to the Technical Report. Ms. Lomas supervised the overall preparation of the Technical Report.

Table 1 Estimate of Inferred Mineral Resource reported at 0.65 gpt PGM+Au Cut-off

Zone Oxidation Tonnes Pt g/t Pd g/t Au g/t PGM+Au g/t  Pt Oz  Pd Oz  Au Oz  PGE+Au Oz
Santo Amaro Oxide  400,000 0.66 0.71 0.02 1.38  9,000 10,000  –     19,000
  Transition  2,000,000 0.43 0.71 0.02 1.15  27,000  45,000  1,000    73,000
  Sulphide  2,900,000 0.48 0.70 0.01 1.19  44,000  65,000  1,000  110,000
  All  5,300,000 0.47 0.71 0.02 1.19  80,000 120,000  3,000  203,000
                     
Curiu Oxide  1,000,000 0.88 1.28 0.07 2.23  29,000  43,000  2,000    74,000
  Transition  300,000 0.54 1.04 0.05 1.62  5,000  10,000  –      15,000
  Sulphide  300,000 0.38 0.73 0.05 1.16  3,000  6,000  –       9,000
  All  1,600,000 0.73 1.14 0.06 1.93  38,000  59,000  3,000  100,000
                     
Esbarro Oxide  4,600,000 0.43 0.84 0.02 1.29  65,000  125,000  3,000  193,000
  Transition  2,400,000 0.35 0.79 0.02 1.15  26,000  60,000  1,000  87,000
  Sulphide  2,900,000 0.35 0.84 0.02 1.21  33,000  79,000  1,000 113,000
  All  9,900,000 0.39 0.83 0.02 1.23 124,000  264,000  6,000 394,000
                     
Cedro Oxide  1,700,000 0.43 0.78 0.01 1.22  24,000  43,000  1,000   68,000
  Transition  300,000 0.30 0.60 0.01 0.91  3,000  5,000  –    8,000
  Sulphide  2,300,000 0.36 0.65 0.02 1.03  26,000  48,000  2,000 76,000
  All  4,200,000 0.38 0.70 0.02 1.10  52,000  96,000  3,000 151,000
                     
Trapia Oxide  600,000 0.43 0.48 0.02 0.93  8,000  9,000  –    17,000
  Transition  500,000 0.32 0.58 0.03 0.93  5,000  9,000  1,000  15,000
  Sulphide  5,100,000 0.37 0.74 0.03 1.15  61,000  122,000  5,000 188,000
  All  6,200,000 0.37 0.71 0.03 1.11  73,000  140,000  6,000 219,000
                     
All Zones Oxide  8,400,000 0.50 0.85 0.02 1.37 135,000  230,000  6,000   371,000
  Transition  5,400,000 0.38 0.74 0.02 1.15  66,000  129,000  3,000 198,000
  Sulphide  13,400,000 0.39 0.74 0.02 1.15 167,000  320,000  9,000  496,000
  All  27,200,000 0.42 0.77 0.02 1.22 367,000  679,000 21,000 1,067,000

Notes:

  1. Resource Estimate is reported using a PGM+Au cut-off of 0.65 gpt
  2. Only blocks within a pitshell are reported as Mineral Resources
  3. Prices used were Pd=US$1000/ounce, Pt=US$860/ounce, Au=US$1250/ ounce, operating costs (ore and waste) =US$1.50/tonne, G+A and milling=US$13.50/tonne
  4. Recoveries used were 68% for Pd, 67% for Pt and 40% for Au
  5. PGE+Au grade = Pt g/t + Pd g.t + Au g/t
  6. Mineral resources are not mineral reserves because the economic viability has not been demonstrated.

The ValOre news release dated May 28, 2019, reported an inferred resource of 1,165,500 ounces PGM+Gold in 28.8 Mt grading 1.26 g PGM+Au/t. During the preparation of the Technical Report, LGGC identified an error in the grade restriction procedures it had employed for the original estimate.  When implemented as intended, LGGC’s capping/restricted outlier strategy removed 11% of the total metal. During database validation, the QPs also found a transposition error in the assay database, the correction of which was in effect additive to the Pt, Pd and Au values in the Curiu and Trapia databases.  Both errors were fixed and the results for the corrected mineral resource estimate are being restated in this press release and in the Technical Report for the project.

Susan Lomas, P.Geo., of LGGC is the Qualified Person, as defined in NI 43-101, responsible for the mineral resource estimates as reported herein.  She has read and approved the relevant technical portions of this news release related to the mineral resource estimates for which she is responsible.

The technical information in this news release has been prepared in accordance with Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Colin Smith, P.Geo., who oversees New Project Review for ValOre.

About ValOre

ValOre Metals Corp. (TSX‐V: VO) is a Vancouver based company with a portfolio of high‐quality uranium and precious metal exploration projects in Canada. In addition to the Baffin Gold Property, ValOre holds Canada's highest‐grade uranium resource outside of Saskatchewan. ValOre’s 89,852 hectare Angilak Property in Nunavut Territory, hosts the Lac 50 Trend with a NI 43‐101 Inferred Resource of 2,831,000 tonnes grading 0.69% U3O8, totaling 43.3 million pounds U3O8. ValOre's comprehensive exploration programs have demonstrated the "District Scale" potential of the Angilak Property. For disclosure related to the inferred resource for the Lac 50 Trend uranium deposits, please refer to ValOre's news release of March 1, 2013.

In Saskatchewan, ValOre holds a 100% interest in the 13,711 hectare Hatchet Lake Property and a 50% interest in the 131,412 hectare Genesis Property, both located northeast of the north‐eastern margin of the uranium‐producing Athabasca Basin.

ValOre’s team has forged strong relationships with sophisticated resource sector investors and partner Nunavut Tunngavik Inc. (NTI) on both the Angilak and Baffin Gold Properties. ValOre was the first company to sign a comprehensive agreement to explore for uranium on Inuit Owned Lands in Nunavut Territory, Canada and is committed to building shareholder value while adhering to high levels of environmental and safety standards and proactive local community engagement.

On behalf of the Board of Directors

"Jim Paterson"

James R. Paterson, Chairman and CEO

ValOre Metals Corp.
For further information about, ValOre Metals Corp. or this news release, please visit our website at www.valoremetals.com or contact Investor Relations toll free at 1.888.331.2269, at 604.646.4527, or by email at [email protected].

ValOre Metals Corp. is a member of Discovery Group, for more information please visit: 
www.discoverygroup.ca

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this news release.

Forward-Looking Statements

Certain statements within this news release, other than statements of historical fact relating to ValOre, are to be considered forward-looking statements with respect to the terms and the timing of the the Acquisition, ValOre’s intentions for the Pedra Branca Project in Brazil, the exploration potential of the Pedra Branca Project, the Technical Report, the Mineral Resources Estimates, and the terms and timing of the proposed Acquisition financing,. Forward-looking statements include statements that are predictive in nature, are reliant on future events or conditions, or include words such as "expects", "potential", "anticipates", "plans", "believes", "considers", "significant", "intends", "targets", "estimates", "seeks", attempts", "assumes", and other similar expressions.

The forward-looking statements are based on assumptions which, while considered reasonable by ValOre, are, by their nature, subject to inherent risks and uncertainties and are not guarantees of future performance. Factors that could cause actual results to differ materially from those in forward-looking statements include, but are not limited to: the receipt of and timing of any required approvals, the interpretation of previous and current results, the accuracy of exploration results,  the anticipated results of future exploration, the forgoing ability to finance further exploration, delays in the completion of exploration, the future prices of platinum group metals, and other metals, and general economic, market and/or business conditions. There can be no assurances that such statements and assumptions will prove accurate and, therefore, readers of this news release are advised to rely on their own evaluation of the information contained within.

Although ValOre has attempted to identify important risks, uncertainties and other factors that could cause actual performance, achievements, actions, events, results or conditions to differ materially from those expressed in or implied by the forward-looking statements, there may be other risks, uncertainties and other factors that cause future performance to differ from what is anticipated, estimated or intended. Unless otherwise indicated, forward-looking statements contained herein are as of the date hereof and ValOre does not assume any obligation to update any forward-looking statements after the date on which such statements were made, except as required by applicable law.

Vancouver, B.C. ValOre Metals Corporation (TSX‐V: VO) ("ValOre") today provided an update on the previously announced transaction (see ValOre news releases, dated May 28, 2019 and June 6, 2019, respectively) whereby ValOre has agreed to acquire the Pedra Branca Project ("Pedra Branca Project" or the "Project") in northeastern Brazil from Jangada Mines PLC (the “Transaction”). The Pedra Branca Project is a Platinum Group Metals ("PGM") District covering a total area of 38,940 hectares (96,223 acres) that comprises 38 exploration licenses.

ValOre has entered into a definitive share purchase agreement (the "Agreement") with Jangada Mines PLC ("Jangada") and PBBM Holdings Ltd., a wholly-owned, British Columbia incorporated subsidiary of ValOre (the "Purchaser") pursuant to which the Purchaser has agreed to purchase Jangada's interest in the the Brazilian holding company Pedra Branca Brasil Mineracao Ltda. (the "Company"), which owns the Pedra Branca Project.

Material Terms of the Agreement

The Purchaser will acquire a 100% interest in the Company in exchange for the following consideration:

  1. the issuance and allotment to Jangada of:
     

    1. 22,000,000 common shares in the authorized share capital of ValOre (the "Initial Shares") on the date of closing of the Transaction ("Completion");
       
    2. 3,000,000 common shares in the authorized share capital of ValOre (the "Subsequent Shares" and together with the Initial Shares, the "Consideration Shares") in six equal tranches commencing on the date falling six months after Completion and ending on the date falling thirty-six months after Completion, subject to any adjustment as a result of certain specified liabilities; and
       
  2. cash payments to Jangada in the aggregate of C$3,000,000, as follows:
     

    1. C$250,000, which has been paid to Jangada;
       
    2. C$750,000 payable on Completion;
       
    3. C$1,000,000 on, or before, 3 months after Completion; and
       
    4. C$1,000,000 on, or before, 6 months after Completion.

All Consideration Shares will be subject to a statutory hold period expiring four months and a day from the date of issuance.

The issuance and allotment of the ValOre Shares would give Jangada an interest of approximately 33% in the current share capital of ValOre as enlarged by the issuance and allotment of the Consideration Shares, but prior to the issuance and allotment of the new common shares in authorized share capital of ValOre pursuant to the private placement announced by ValOre on June 6, 2019 (the "Financing"). On Completion, Jangada will have the right to nominate two individuals to the ValOre Board with one nominee to be appointed immediately and one nominee to be appointed as an observer to the ValOre Board, with the intention that such observer shall be appointed to the ValOre Board at the next annual general meeting of ValOre following Completion. The two nominees will also be nominated for re-election at the annual general meeting of ValOre in 2020. Subsequently, Jangada's right to nominate up to two directors may be extended if mutually agreed in writing by ValOre, Jangada and each of the nominee board members.

Pursuant to the Agreement, Jangada has agreed that, for so long as it holds 10% or more of the issued and outstanding common shares of ValOre, in the event Jangada wishes to sell any of its holding of ValOre shares it will give ValOre a 7 day notice period and the opportunity to find buyers for such shares on a best price and best execution basis, with a view to maintaining an orderly market for the issued and outstanding common shares in ValOre.

Significant Conditions to Completion

Closing is subject to several conditions precedent, which are normal for transactions of this nature and which include, but are not limited to, the following:

  • Approval of the Transaction by a simple majority of Jangada's shareholders;
     
  • Approval of the creation of a new control person by a simple majority of ValOre's shareholders;
     
  • Completion of the Financing;
     
  • No material adverse change having occurred in the business, the assets or liabilities of the Company;
     
  • Receipt of all necessary third party contractual and regulatory approvals including from the TSX Venture Exchange; and
     
  • Completion of the Transaction by not later than September 1, 2019.

Jangada Shareholder Approval

For Jangada, the Transaction is of sufficient size to constitute a disposal resulting in a fundamental change of Jangada’s business pursuant to Rule 15 of the AIM Rules, and Completion is, therefore, conditional upon the approval of a majority (more than 50% in favour) of Jangada’s shareholders.

Accordingly, Jangada will be sending out an information circular to its shareholders and seeking their consent at a general meeting of Jangada on Friday, August 2, 2019. According to Jangada, it has received irrevocable undertakings to vote in favour of the Transaction from shareholders of Jangada holding, in aggregate, 142,355,601 Jangada Ordinary Shares, representing 59.99 per cent of the Jangada’s existing issued share capital. It is therefore expected that the resolution will be approved at the General Meeting.

Private Placement

ValOre also provides an update on its previously announced Financing to fund transaction costs of the Acquisition, exploration expenditures on the Project and working capital. Sufficient funds have been committed by investors to exceed the minimum C$3,000,000 Financing amount necessary to close the Transaction. The Financing may close in multiple tranches and insiders of ValOre will participate. Any insider participation will be considered to be a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 (“MI 61-101”). ValOre intends to rely on the exemptions from the requirements of MI 61-101 in respect of any insider participation. Completion of the Financing is subject to acceptance by the TSX Venture Exchange.

About ValOre

ValOre Metals Corp. (TSX‐V: VO) is a Vancouver based company with a portfolio of high‐quality uranium and precious metal exploration projects in Canada. In addition to the Baffin Gold Property, ValOre holds Canada's highest‐grade uranium resource outside of Saskatchewan. ValOre’s 89,852 hectare Angilak Property in Nunavut Territory, hosts the Lac 50 Trend with a NI 43‐101 Inferred Resource of 2,831,000 tonnes grading 0.69% U3O8, totaling 43.3 million pounds U3O8. ValOre's comprehensive exploration programs have demonstrated the "District Scale" potential of the Angilak Property. For disclosure related to the inferred resource for the Lac 50 Trend uranium deposits, please refer to ValOre's news release of March 1, 2013.

In Saskatchewan, ValOre holds a 100% interest in the 13,711 hectare Hatchet Lake Property and a 50% interest in the 131,412 hectare Genesis Property, both located northeast of the north‐eastern margin of the uranium‐producing Athabasca Basin.

ValOre’s team has forged strong relationships with sophisticated resource sector investors and partner Nunavut Tunngavik Inc. (NTI) on both the Angilak and Baffin Gold Properties. ValOre was the first company to sign a comprehensive agreement to explore for uranium on Inuit Owned Lands in Nunavut Territory, Canada and is committed to building shareholder value while adhering to high levels of environmental and safety standards and proactive local community engagement

 

On behalf of the Board of Directors

"Jim Paterson"

James R. Paterson, Chairman and CEO

ValOre Metals Corporation

For further information about, ValOre Metals Corporation or this news release, please visit our website at www.valoremetals.com or contact Investor Relations toll free at 1.888.331.2269, at 604.646.4527, or by email at [email protected].

ValOre Metals Corp. is a member of Discovery Group, for more information please visit: www.discoverygroup.ca
 

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this news release.

Forward-Looking Statements

Certain statements within this news release, other than statements of historical fact relating to ValOre, are to be considered forward-looking statements with respect to the terms and the timing of the Transaction, the completion of the conditions precedent to the Transaction, the receipt of the necessary shareholder and regulatory approvals, ValOre's intentions for the Pedra Branca Project in Brazil, the exploration potential of the Pedra Blanca Project and the terms and the timing of the Financing. Forward-looking statements include statements that are predictive in nature, are reliant on future events or conditions, or include words such as "expects", "potential", "anticipates", "plans", "believes", "considers", "significant", "intends", "targets", "estimates", "seeks", attempts", "assumes", and other similar expressions.

The forward-looking statements are based on assumptions which, while considered reasonable by ValOre, are, by their nature, subject to inherent risks and uncertainties and are not guarantees of future performance. Factors that could cause actual results to differ materially from those in forward-looking statements include, but are not limited to: the receipt of and timing of any required approvals, the interpretation of previous and current results, the accuracy of exploration results,  the anticipated results of future exploration, the forgoing ability to finance further exploration, delays in the completion of exploration, the future prices of platinum group metals, and other metals, and general economic, market and/or business conditions. There can be no assurances that such statements and assumptions will prove accurate and, therefore, readers of this news release are advised to rely on their own evaluation of the information contained within.

Although ValOre has attempted to identify important risks, uncertainties and other factors that could cause actual performance, achievements, actions, events, results or conditions to differ materially from those expressed in or implied by the forward-looking statements, there may be other risks, uncertainties and other factors that cause future performance to differ from what is anticipated, estimated or intended. Unless otherwise indicated, forward-looking statements contained herein are as of the date hereof and ValOre does not assume any obligation to update any forward-looking statements after the date on which such statements were made, except as required by applicable law.

Not For Distribution To United States Newswire Services Or For Dissemination In The United States

Vancouver, B.C. ValOre Metals Corp. (TSX‐V: VO) ("ValOre") today provided an update on the previously announced transaction (see ValOre news release, dated May 28, 2019) whereby ValOre has agreed to acquire the Pedra Branca Project in Brazil from Jangada Mines PLC (the “Acquisition”).

ValOre plans an equity financing for gross proceeds of not less than C$3,000,000 (the "Financing") to fund transaction costs of the Acquisition, exploration expenditures on the Pedra Branca project and for general working capital. The terms of the Financing are as follows: a minimum of 12 million units (the “Units”) will be sold at a price of C$0.25 per Unit, with each Unit consisting of one new ValOre common share (the “Shares”) and one half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant will be exercisable into one Share for C$0.35 per Share for a period of two years from the date of the closing of the Financing. A portion of the proceeds may be escrowed pending closing of the Acquisition. Finders fees may be payable on funds raised as part of the Financing, consisting of a 3% cash commission and 6% finders warrants, with the finder’s warrants having the same terms as the Warrants issued as part of the Unit offering. Insiders of ValOre may also participate in the Financing. Any insider participation will be considered to be a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 (“MI 61-101”).  ValOre intends to rely on the exemptions from the requirements of MI 61-101 in respect of any insider participation. Completion of the Financing is subject to acceptance by the TSX Venture Exchange.

Upon closing of the Acquisition, Jangada will have the right to appoint up to two (2) members to ValOre’s Board of Directors for a two (2) year term. The two directors chosen by Jangada to join ValOre’s board of directors are both seasoned industry professionals: Mr. Brian McMaster, Jangada’s Executive Chairman, and Mr. Luis Azevedo, Jangada director and a Brazilian national. The term may be extended if mutually agreed in writing by ValOre, Jangada and each of the nominee board members.

ValOre has engaged Cormark Securities Inc., as its financial advisor in connection with the Acquisition. The closing of the Acquisition is subject to conditions precedent which are customary for transactions of this nature, including necessary shareholder and regulatory approvals. 

The Pedra Branca Project is a Platinum Group Metals (“PGM”) District located in north-eastern Brazil covering a total area of 38,940 hectares (96,223 acres) that comprises 38 exploration licenses. An independent National Instrument 43-101 resource estimate (the “Mineral Resources Estimates”) comprised of 5 distinct deposit areas hosts an inferred resource of 1,165,500 ounces PGM+Gold (Palladium, Platinum and Gold; Pd, Pt+Au) in 28.8 million tonnes (“Mt”) grading 1.26 grams PGM+Gold per tonne (“g PGM+Au/t”). PGM mineralization outcrops at surface and all of the inferred resources are potentially open pittable. (See ValOre news release, dated May 28, 2019, for further information on the Mineral Resources Estimates at Pedra Branca).

As the transaction progresses, ValOre will keep the market apprised of material developments as required.

On behalf of the Board of Directors,

"James Paterson"
James R. Paterson, Chairman and CEO
ValOre Metals Corp.

For further information about, ValOre Metals Corp. or this news release, please visit our website at www.valoremetals.com or contact Investor Relations toll free at 1.888.331.2269, at 604.646.4527, or by email at [email protected].

ValOre Metals Corp. is a member of the Discovery Group of Companies, for more information please visit: www.discoverygroup.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.

This news release contains “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the use of proceeds of the Offering. Although ValOre believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to ValOre. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include the future operations of the Company and economic factors. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, ValOre does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. ValOre undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of ValOre, or its financial or operating results or (as applicable), their securities.

Vancouver, B.C. ValOre Metals Corp. (TSX‐V: VO) ("ValOre") today announced it has entered into an arm’s length, binding agreement (the "Agreement"), effective as of May 24, 2019, with Jangada Mines PLC ("Jangada") to purchase all of Jangada's Pedra Branca project ("Pedra Branca Project" or the "Project") through the purchase of 100% of Jangada’s shareholdings (the “Pedra Branca Shares”) in the Brazilian holding company Pedra Branca Brasil Mineracao Ltda (the "Acquisition").

Pedra Branca Platinum Group Metals District

The Pedra Branca Project is a Platinum Group Metals (“PGM”) District located in north-eastern Brazil covering a total area of 38,940 hectares (96,223 acres) that comprises 38 exploration licenses. An independent National Instrument 43-101 resource estimate (the “Mineral Resources Estimates”) comprised of 5 distinct deposit areas hosts an inferred resource of 1,165,500 ounces PGM+Gold (Palladium, Platinum and Gold; Pd, Pt+Au) in 28.8 million tonnes (“Mt”) grading 1.26 grams PGM+Gold per tonne (“g PGM+Au/t”). PGM mineralization outcrops at surface and all of the inferred resources are potentially open pittable.

Jim Paterson, Chairman & CEO of ValOre, stated: “The exploration potential of the Pedra Branca Project from both a resource expansion and greenfields perspective is highly compelling, with numerous property-wide surface to near-surface, PGM targets. This Acquisition meets ValOre’s criteria in three key areas: high-value metal mineralization on a large scale; substantial project investments by previous operators; and obvious exploration strategies and process improvements which can be implemented by ValOre to add significant value to the project.”

The Pedra Branca Project is accessed by a national paved highway from the port city of Fortaleza (population approximately 3 million). The small town of Capitão Mor is situated within the west-central Project area, and provides all necessary basic infrastructure, including: energy, water, housing, office space, core storage and logging facilities, telephone access and internet. The Pedra Branca tenements are accessible throughout by a network of dirt roads and jeep tracks. Given the arid local climate and minimal annual rainfall, roadways remain in excellent shape year-round.

Material Terms of the Acquisition

In return for acquiring the Pedra Branca Shares, ValOre will give the following consideration to Jangada:

(a) issuance and allotment of 25,000,000 ValOre common shares ("Consideration Shares") on the date of closing of the Acquisition; and

(b) cash payments to Jangada in the aggregate of C$3,000,000, as follows:

(i) exclusivity payments totalling C$250,000 (paid);

(ii) C$750,000 payable on closing of the Acquisition;

(iii) C$1,000,000 on, or before, three (3) months after the closing of the Acquisition; and

(v) C$1,000,000 on, or before, six (6) months after the closing of the Acquisition.

The closing of the Acquisition is subject to conditions precedent which are normal for transactions of this nature, including necessary shareholder and regulatory approvals. The Acquisition is not subject to any finders fees.

Upon closing of the Acquisition, Jangada will have the right to appoint up to two (2) members to ValOre’s Board of Directors for a two (2) year term. The term may be extended if mutually agreed in writing by ValOre, Jangada and each of the nominee board members.

Private Placement

ValOre plans an equity financing of not less than C$3,000,000 (the "Financing") to fund transaction costs of the Acquisition, exploration expenditures on the Project and for general working capital. The terms of the Financing, and any potential advisory fees payable related to successfully completing the Financing and/or the closing of the Acquisition, will be determined in the context of the market and will be announced at a later date. Completion of the Financing is subject to acceptance by the TSX Venture Exchange.

Overview of the Pedra Branca NI 43-101 Inferred Resource

In conjunction with the acquisition of the Pedra Branca Project, ValOre commissioned Lions Gate Geological Consulting Inc. (“LGGC”) to prepare an inferred resource estimate and corresponding technical report (the "Technical Report") in compliance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101"). The Technical Report will be made available on SEDAR (www.SEDAR.com) along with other filing documents within 45 days of the issuance of this news release.

Overview of the Pedra Branca NI 43-101 Inferred Resource

Notes:

  1. All mineral resources have been estimated in accordance with Canadian Institute of Mining and Metallurgy and Petroleum (“CIM”) definitions, as required under NI 43-101.
  2. Mineral resources are reported in relation to a conceptual pit shell in order to demonstrate the potential for economic viability, as required under NI 43-101; mineralization lying outside of these pit shells is not reported as a mineral resource. Mineral resources are not mineral reserves and do not have demonstrated economic viability – see “Compliance with National Instrument 43-101” below. All figures are rounded to reflect the relative accuracy of the estimate and therefore numbers may not appear to add precisely.
  3. Mineral resources are reported at a cut-off grade of 0.65 g/t Pd+Pt+Au. Cut-off grades are based on metal prices of US$1,000, US$860 and US$1,250 per ounce of palladium, platinum and gold and a number of operating cost and recovery assumptions.
  4. An Inferred Mineral Resource has a lower level of confidence than that applying to an Indicated Mineral Resource and must not be converted to a Mineral Reserve. It is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration.

Cut-Off Grade and Prospects for Economic Extraction

The cut-off grades of 0.65 g/t combined palladium-platinum-gold (2PGE+Au) which is equivalent to a palladium, platinum and gold price assumptions of approximately US$1,000, US$860 and US$1,250/ounce, respectively, and based on cost estimates from similar projects.  Prospects for eventual economic extraction of the mineral resources, as required by CIM definitions, were demonstrated by developing conceptual pit shells using a Lerchs-Grossman algorithm and input parameters derived from preliminary cost estimates associated with pre-feasibility level engineering studies, as outlined in the following table. Only mineral resources above the cut-off and within the mineral resource-limiting pits are reported; mineralization falling below this cut-off grade or outside the resource-limiting pits are not reported, no matter what the grade.

Palladium-Platinum-Gold Cut-off Grade Calculation Parameters

Input Parameters Units Cost (US$) Notes
Mining Cost – Resource $/tonne mined 1.50 Includes mining G&A
Mining Cost – Waste $/tonne mined 1.50 Includes mining G&A
Processing Cost $/tonne mined 13.50 Includes G&A costs
Pd Recovery % 69  
Pt Recovery % 68  
Au Recovery % 40  
Pit Slopes degrees 45  
Pd Selling Price – Base Case $/oz 1,000  
Pt Selling Price – Base Case $/oz 860  
Au Selling Price – Base Case $/oz 1,250  
Mining dilution % 0  
Mining recovery % 100  

Assumptions used to derive the cut-off grades and define the resource-limiting pits are estimated in order to meet the requirements defined by CIM for mineral resource estimates to demonstrate “reasonable prospects for eventual economic extraction”.

Mineral Resource Estimate Methodology

The mineral resource estimates for Pedra Blanca were prepared to industry standards and best practices using commercial mine-modeling and geostatistical software. Susan Lomas, P.Geo. is the Qualified Person responsible for the mineral resource estimates for the purposes of NI 43-101.

Each deposit was segregated into multiple estimation domains based on geologic models with the mineral resources estimated using inverse distance interpolation of capped composites. Search ellipse orientation and anisotropy were based on structural and geological controls.

Mineral resources were estimated using Giovia GEMS software.Grade domains based on 0.100 g/t 2PGE+Au grades were constructed within broad geological domains.Two-meter composites were calculated within the grade domains for each of the Santo Amaro, Curiu, Cedro, Esbarro and Trapia Deposits.Gold, platinum and palladium grades were capped where appropriate and sometimes a Restricted Outlier (RO) strategy was used during grade interpolation to allow high grades to be used locally but not impact distal blocks.

Grades were interpolated using Inverse Distance Squared (ID2) and Nearest Neighbour (NN) methods.For the Curiu, Cedro and Esbarro domains a minimum of 4 and maximum of 15 composites were used while at Trapia and Santo Amaro a minimum of 3 and maximum of 12 composites were used.In all cases a minimum of two drill holes were required for grade to be interpolated into a block.

Model validation included a visual inspection by sections and plans, global bias checks and local bias checks using swath plots.

A full description of the modeling methodologies for each deposit will be included in a technical report scheduled for release within 45 days.

Compliance with National Instrument 43-101

The technical information in this news release has been prepared in accordance with Canadian regulatory requirements set out in NI 43-101 and reviewed and approved by Colin Smith, P.Geo., New Project Review for ValOre., and a Qualified Person.

Susan Lomas, P.Geo., of LGGC is the Qualified Person, as defined in NI 43-101, responsible for the mineral resource estimates as reported herein.  She has read and approved the relevant technical portions of this news release related to the mineral resource estimates for which she is responsible. 

Mineral resources that are not mineral reserves do not have demonstrated economic viability.  Mineral resource estimates do not account for mineability, selectivity, mining loss and dilution.  These mineral resource estimates include inferred mineral resources that are considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as mineral reserves. However, it is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration.

Forward Looking Statements

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Certain statements within this news release, other than statements of historical fact relating to ValOre, are to be considered forward-looking statements with respect to the terms and the timing of the Acquisition, ValOre’s intentions for the Pedra Branca Project in Brazil, the exploration potential of the Pedra Branca Project, the timing of the filing of the Technical Report, the Mineral Resources Estimates, and the terms and timing of the proposed Financing. Forward-looking statements include statements that are predictive in nature, are reliant on future events or conditions, or include words such as "expects", "potential", "anticipates", "plans", "believes", "considers", "significant", "intends", "targets", "estimates", "seeks", attempts", "assumes", and other similar expressions.

The forward-looking statements are based on a number of assumptions which, while considered reasonable by ValOre, are, by their nature, subject to inherent risks and uncertainties and are not guarantees of future performance. Factors that could cause actual results to differ materially from those in forward-looking statements include: the receipt of and timing of any required approvals, the timing of the preparation of the Technical Report the interpretation of previous and current results, the accuracy of exploration results, the accuracy of Mineral Resource Estimates, the anticipated results of future exploration, the forgoing ability to finance further exploration, delays in the completion of exploration, the future prices of PGM and gold, and other metals, and general economic, market and/or business conditions. There can be no assurances that such statements and assumptions will prove accurate and, therefore, readers of this news release are advised to rely on their own evaluation of the information contained within.

Although ValOre has attempted to identify important risks, uncertainties and other factors that could cause actual performance, achievements, actions, events, results or conditions to differ materially from those expressed in or implied by the forward-looking statements, there may be other risks, uncertainties and other factors that cause future performance to differ from what is anticipated, estimated or intended. Unless otherwise indicated, forward-looking statements contained herein are as of the date hereof and ValOre does not assume any obligation to update any forward-looking statements after the date on which such statements were made, except as required by applicable law.