Vancouver, British Columbia, Feb 28, 2022 (Newsfile Corp via COMTEX) -- Vancouver, British Columbia--(Newsfile Corp. - February 28, 2022) - MAX RESOURCE CORP. (otc pink:MXROF) ("Max") /zigman2/quotes/203902478/delayed DE:M1D2 +13.08% and Endeavour Silver Corp /zigman2/quotes/207646397/delayed CA:EDR -6.38% /zigman2/quotes/202649204/composite EXK -6.43% ("Endeavour") have executed a binding Cooperation Term Sheet ("Agreement") with the objective to assist Max in significantly expanding its landholdings ("Mineral Tenures") of its wholly-owned Cesar copper-silver project, located in northeastern Colombia.
Max and Endeavour have agreed to collaborate exclusively with one another whereby Endeavour will provide certain financial capabilities required of Max by the National Mining Agency ("ANM") of Colombia for the benefit of securing Mineral Tenures within the entire Cesar copper-silver basin. Max will own such new Mineral Tenures, with Endeavour holding an underlying 0.5% net smelter returns royalty. Endeavour's royalty will not cover Max's current Mineral Tenures.
As an initial investment, Endeavour has agreed to participate in a non-brokered private placement ("Placement") of up to 26,000,000 units (the "Units") of Max at a price of CDN$0.26 per Unit, to provide Endeavour with 5.0% of the outstanding Shares of Max at closing. Endeavour has agreed to maintain its 5.0% ownership and shall have the right to participate in future equity placements to maintain its 5.0% position. Endeavour has also agreed not to dispose of any Shares acquired in the Placement for a period of two years following closing and has agreed to enter into a voting trust agreement whereby it will vote all shares of Max held by Endeavour at any shareholders' meeting in favour of management's recommendations.
Each Unit will consist of one common share of Max (a "Share") and one-half of one transferable share purchase warrant. Each whole Warrant (a "Warrant") will be exercisable to acquire one additional Share at an exercise price of CDN$0.36 per Share for a period of 24 months from the date of issuance. The Shares and Warrants comprising the Units will be subject to a hold period of four months and one day following the date of issuance. The Placement is subject to approval of the TSX Venture Exchange.
The Agreement is subject to the parties entering into a definitive Cooperation Agreement on or about 15 [th] March 2022.
"Max is privileged to have the strategic support of Endeavour Silver, whose expertise ranges from discoveries to production. We feel that the strategic involvement of Endeavour very much validates our efforts in Colombia to this point. The ultimate goal of the cooperation agreement is for Max to consolidate its landholdings over the Cesar basin, which we believe may be the world's largest undeveloped copper-silver district," commented Max CEO, Brett Matich.
"Endeavour Silver, while being a significant producer, has itself a track record of making new discoveries. We can truly appreciate what Max Resource has achieved to this point. We are pleased to take an equity stake in Max and lend our strong balance sheet to support Max in securing more mineral tenures in this prime copper-silver district," commented Endeavour Silver CEO, Dan Dickson.
About Endeavour Silver Corp.
Endeavour Silver Corp. is a mid-tier precious metals mining company that operates two high-grade underground silver-gold mines in Mexico. Endeavour is currently advancing the Terronera mine project towards a development decision, pending financing and final permits and exploring its portfolio of exploration and development projects in Mexico, Chile and the United States to facilitate its goal to become a premier senior silver producer. Our philosophy of corporate social integrity creates value for all stakeholders.
About Max Resource Corp.
Max Resource Corp. is a mineral exploration company advancing the newly discovered district-scale Cesar copper-silver project. The Cesar project sits along the Colombian portion of the world's largest producing copper belt (Andean belt), with world class infrastructure and the presence of global majors (Glencore and Chevron).
In addition, Max controls the RT Gold project (100% earn-in) in Peru, encompassing a bulk tonnage primary gold porphyry zone, and 3-km to the NW, a gold bearing massive sulphide zone. Historic drilling in 2001, returned values ranging 3.1 to 118.1 g/t gold over core lengths ranging from 2.2 to 36.0-metres.
Source: NI 43:101 Geological Report Rio Tabaconas Gold Project for Golden Alliance Resources Corp. by George Sivertz, Oct.3, 2011
For more information, visit: https://www.maxresource.com/ .
For additional information contact:
Max Resource Corp.
T. (+1) 416 414 9954
T: (+1) 604 290-8100
Neither 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
Except for statements of historic fact, this news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements including, but not limited to delays or uncertainties with regulatory approvals, including that of the TSXV. There are uncertainties inherent in forward-looking information, including factors beyond the Company's control. There are no assurances that the commercialization plans for Max Resources Corp. described in this news release will come into effect on the terms or time frame described herein. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and uncertainties that could affect financial results is contained in the Company's filings with Canadian securities regulators, which filings are available at .
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