CALGARY, AB / ACCESSWIRE / October 1, 2021 / Poplar Creek Resources Inc. (the "Corporation") announces it has entered into a share purchase agreement whereby it has agreed to purchase 100% of the issued and outstanding shares (the "Zambezi Shares") of Zambezi Rainbow Minerals (Private) Limited ("Zambezi"), a private company registered to do business in Zimbabwe. The primary asset of Zambezi is an Option Sale and Purchase Agreement (the "Option Agreement") dated April 12, 2021 between Zambezi and SMM Holdings (Private) Limited relating to the option (the "Option") granted to Zambezi to purchase certain mining claims (the "Mining Claims") located in Zimbabwe, for a purchase price of US$3,500,000. The Option is exercisable during an initial term of six months commencing on June 14, 2021 (the "Option Period") with a further extension of six months available to the Corporation at a cost of $10,000 per month.
During the Option Period the Corporation through its wholly owned subsidiary Zambezi, as the optionee, shall have the right to conduct due diligence on the Mining Claims as shall be necessary to satisfy itself as to the quality and quantity of mining resources available.
The closing ("Closing") of the purchase of the Zambezi Shares (the "Transaction") is subject to satisfactory due diligence by the Corporation, approval by the directors of the Corporation, receipt of all applicable regulatory approvals and receipt by the Corporation of subscriptions pursuant to a non-brokered private placement to raise a minimum of $1,200,000 000 by the sale of 12,000,000 common shares at a price of $0.10 per share. At the Closing, the Zambezi Shares will be transferred to the Corporation and the Corporation will conduct, through Zambezi, during the Option Period such technical, commercial, environmental and regulatory due diligence on the Mining Claims and other matters related thereto as shall be necessary to satisfy the Corporation as to the quality and quantity of mining resources available.
If the Corporation exercises the Option, it will issue 5,000,000 common shares to the original Zambezi shareholder in payment of the Zambezi Shares.
In the event the original shareholder of Zambezi wishes to acquire other mining assets within a two year period, the Corporation will have a first right of refusal to acquire the assets.
The deadline for the Closing of the Transaction is October 21, 2021, unless extended in writing by the Zambezi shareholder and the Corporation.
FORWARD LOOKING INFORMATION
The information and statements in this news release contain certain forward-looking information. In particular, this news release contains forward-looking information and statements regarding the completion of the Private Placement, the Closing of the Transaction, the due diligence to be conducted by Zambezi on behalf of the Corporation and the potential exercise of the Option and issuance of the common shares to Zambezi. This forward-looking information is subject to certain risks and uncertainties and may be based on assumptions that could cause actual results to differ materially from those anticipated or implied in the forward-looking information. The outcome and timing of the forward-looking information, as well as the actual results, performance or achievement could differ materially from those expressed in, or implied by, such forward-looking information, and accordingly, no assurances can be given that any of the events anticipated by the forward-looking information will transpire or occur or, if any of them do, what benefits that the Corporation will derive from them. The forward-looking information is expressly qualified in its entirety by this cautionary statement. Except as required by law, the Corporation undertakes no obligation to publicly update or revise any forward-looking information.
For further information contact;
Poplar Creek Resources Inc.
Attention: Richard Edgar
Chief Executive Officer
Phone: (403) 616-5387
E-mail: redgarex@gmail.com
SOURCE: Poplar Creek Resources Inc.
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