Zincore, to be Renamed Golden Cross Resources, Announces Filing of Technical Report and Timing of Name Change and Consolidation
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April 11, 2025 7:00 AM EDT | Source: Zincore Metals Inc.
Vancouver, British Columbia--(Newsfile Corp. - April 11, 2025) - Zincore Metals Inc. (TSXV: ZNC.H) (the "Company") is pleased to announce that it has filed a technical report with an effective date of January 1, 2025 (the "Technical Report") in respect of the Reedy Creek and Providence gold projects in Victoria, Australia (the "Project"). The Technical Report was prepared in connection with the Company's proposed acquisition of the Project from Great Pacific Gold Corp. (the "Vendor"), as previously disclosed in the Company's news releases dated December 3, 2024, February 13, 2025 and March 12, 2025. The Technical Report was completed pursuant to the Canadian Securities Administrators' National Instrument 43-101 and was authored by independent Qualified Person, Mr. Kell Nielsen, BSc (Geol), MSc (MinEcon), FAusIMM, of Mannika Resources Group Pty Ltd. The Technical Report is available under the Company's SEDAR+ profile at www.sedarplus.ca.
Name Change and Consolidation
The Company is also pleased to announce that it will implement the previously announced consolidation (the "Consolidation") of its issued and outstanding common shares (the pre-Consolidation common shares in the authorized structure of the Company being referred to as, the "Common Shares") on the basis of one (1) new common share in the authorized structure of the Company (the "Post-Consolidation Common Shares") for each 2.5 old Common Shares, effective as of April 15, 2025. Concurrent with the Consolidation, the Company will also change its name from "Zincore Metals Inc." to "Golden Cross Resources Inc." (the "Name Change").
The Consolidation and the Name Change are being completed in connection with the Proposed Transaction (as defined herein). As previously announced, the Company entered into a share purchase agreement dated effective December 3, 2024 (the "Definitive Agreement") among the Company, the Vendor and 1513609 B.C. Ltd., a wholly-owned subsidiary of the Vendor ("BC Subco"), pursuant to which, subject to regulatory approval, the Company will acquire 100% of the issued and outstanding shares of BC Subco (the "Proposed Transaction"), which will hold, through an Australian subsidiary, a 100% interest in and to the Project.
Following the completion of the Proposed Transaction, the Company's post-Consolidation Common Shares are expected to commence trading on the TSX Venture Exchange (the "Exchange") under the new name and new ticker symbol, "AUX". The new CUSIP number of the Post-Consolidation Common Shares will be 380887109 and the new ISIN number of the Post-Consolidation Common Shares will be CA3808871097.
The Company currently has 43,663,174 Common Shares issued and outstanding, and following the Consolidation, the Company will have approximately 17,465,269 Post-Consolidation Common Shares issued and outstanding, prior to rounding for fractional shares (excluding any shares to be issued in connection with the Proposed Transaction). No fractional Post-Consolidation Common Shares will be issued in connection with the Consolidation. In the event a holder of Common Shares would otherwise be entitled to receive a fractional Post-Consolidation Common Share in connection with the Consolidation, the number of Post-Consolidation Common Shares to be received by such shareholder will be rounded down to the next whole number if that fractional Post-Consolidation Common Share is less than one-half (1/2) of a Post-Consolidation Common Share, and will be rounded up to the next whole number if that fractional Post-Consolidation Common Share is equal to or greater than one-half (1/2) of a Post-Consolidation Common Share.
Registered shareholders that hold physical Common Share certificates will receive a letter of transmittal requesting that they forward such Common Share certificates to the Company's transfer agent, Olympia Trust Company, for exchange for new certificates representing Post-Consolidation Common Shares. Shareholders who hold their Common Shares through a broker or other intermediary and do not have Common Shares registered in their own name will not be required to complete a letter of transmittal.
For additional details regarding the Proposed Transaction and the Project, please see the Company's news releases dated December 3, 2024, February 13, 2025 and March 12, 2025, which are available under the Company's SEDAR+ profile at www.sedarplus.ca.
All currency references in the news release are in Canadian currency unless otherwise noted.
About Zincore
Zincore is a Vancouver-based Company, with common shares which trade on the NEX Board of the Exchange under the symbol ZNC.H.
ON BEHALF OF THE BOARD OF DIRECTORS
"Matthew Roma"
Matthew Roma
Chief Executive Officer
For further information, please contact:
Zincore Metals Inc.
Matthew Roma, Chief Executive Officer
matt@rwg.global
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.
Cautionary Note Regarding Forward-Looking Statements
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "expects" or "does not expect", "is expected", or "believes", or variations (including negative and grammatical variations) of such words and phrases or state that certain acts, events or results "may", "could", "would", "might" or "will".
Forward-looking information in this press release may include, without limitation, statements relating to: the completion of the Proposed Transaction on the terms described herein or at all, the completion of the Consolidation, the completion of the Name Change, references to the potential of the Project, the proposed business of the Company, the future plans of the Company and the expected trading date of the Post-Consolidation Common Shares on the Exchange.
These statements are based upon assumptions that are subject to significant risks and uncertainties, including risks regarding the mining industry, commodity prices, market conditions, general economic factors, management's ability to manage and to operate the business, and explore and develop the projects of the Company and its subsidiaries, and the equity markets generally. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance of the Company and its subsidiaries may differ materially from those anticipated and indicated by these forward-looking statements. Any number of factors could cause actual results to differ materially from these forward-looking statements as well as future results. Although the Company believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statements will prove to be correct. Except as required by law, the Company disclaims any intention and assume no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise.
Additional information regarding data verification procedures, known legal, political, environmental or other risks that could affect development of the Project, can be found in the Technical Report, which is available under the Company's SEDAR+ profile at www.sedarplus.ca.
 SOURCE: Zincore Metals Inc. |
