Goldflare Exploration (GOFL.V) is proposing to acquire all of the issued and outstanding shares of Quitovac Gold Holdings subsidiary Minera Granite under a non-binding letter of intent, the company said Thursday.
At deal closing, Granite will become a subsidiary of Goldflare and will be the registered and legal owner of the Quitovac gold project in Sonora, Mexico, with Goldflare indirectly owning 100% of the project. The project contains 11 mineral concessions.
The transaction also includes rights to acquire an additional 2,000 hectares surrounding these concessions, expanding the project area to 9 square miles.
As consideration, Goldflare will issue 16 million of its common shares to Quitovac Gold Holdings.
For the deal to close, Quitovac Gold Holdings must complete an equity financing of at least C$900,000 prior to execution of a definitive agreement. Goldflare must also complete a concurrent equity financing for gross proceeds of about $4 million.
At deal closing, Quitovac Manager Mark Isaacs will be appointed president and chief executive officer of Goldflare. The Goldflare board will be reconstituted to comprise five directors, composed of two current Goldflare directors and three designated by Quitovac Gold Holdings.