Velocity Provides Transaction Update On Sale of Bulgarian Assets

Rhea-AI Summary

Velocity Minerals has provided an update on the previously announced USD $59.0 million cash sale of its Rozino gold project and other Bulgarian assets. The buyer, Türkerler, has completed due diligence and confirmed its intention to proceed with the transaction. The parties have selected an escrow agent for the USD $2.95 million break fee. A special shareholders meeting is scheduled for January 17, 2025, with a record date of December 9, 2024. The transaction closing is expected by January 31, 2025, subject to shareholder, board, and regulatory approvals.

Positive

• Sale of Bulgarian assets for USD $59.0 million in cash
• Buyer has completed due diligence and confirmed intention to proceed
• Break fee of USD $2.95 million to be placed in escrow

Negative

• None.

Vancouver, British Columbia--(Newsfile Corp. - November 29, 2024) - Velocity Minerals Ltd. (TSXV: VLC) (OTCQB: VLCJF) ("Velocity" or the "Company") is pleased to provide an update regarding the sale of the Rozino gold project and the Company's other Bulgarian assets for USD $59.0 million cash (the "Transaction"), as previously announced on October 1, 2024.

Türkerler İnşaat Turizm Madencilik Enerji Üretim Ticaret ve Sanayi A.Ş. ("Türkerler") has delivered confirmation to the Company that it has completed its legal, financial, technical and geological due diligence and desires to proceed with the Transaction. Pursuant to the terms of the binding letter agreement entered into by the Company with Türkerler, Türkerler and the Company have selected an escrow agent and are finalizing arrangements for the payment into escrow of the USD $2.95 million break fee by Türkerler, which will be held in escrow pending the occurrence of certain events.

The Company has begun working on the share purchase agreement and associated documentation for the Transaction, as well as materials for Velocity's special meeting of shareholders (the "Meeting"). The Meeting is scheduled for January 17, 2025 and the record date will be December 9, 2024. Closing of the Transaction continues to be scheduled for on or before January 31, 2025, and will be subject to customary conditions precedent, including, without limitation, receipt of all necessary shareholder, board and regulatory (including TSXV) consents and approvals.

On Behalf of the Board of Directors

"Keith Henderson"
President & CEO

For further information, please contact:

Keith Henderson
Phone: +1-604-484-1233
E-mail: info@velocityminerals.com
Web: www.velocityminerals.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable Canadian and U.S. securities legislation. All statements, other than statements of historical fact, included herein including, without limitation, statements regarding the completion of the Transaction, the completion of the conditions precedent to the Transaction, the holding of the Meeting to approve the Transaction, and the anticipated business plans and timing of future activities of the Company, are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Often, but not always, forward looking information can be identified by words such as "pro forma", "plans", "expects", "may", "will", "should", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", "believes", "potential" or variations of such words including negative variations thereof, and phrases that refer to certain actions, events or results that may, could, would, might or will occur or be taken or achieved. In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, that market fundamentals will result in sustained precious metals demand and prices, the receipt of any necessary permits, licenses and regulatory approvals in connection with the Transaction in a timely manner, the availability of financing on suitable terms for the continued operation of the Company's business, and the Company's ability to comply with environmental, health and safety laws.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information. Such risks and other factors include, among others, operating and technical difficulties in connection with mineral exploration and development and mine development activities at the Company's properties, estimation or realization of mineral reserves and mineral resources, requirements for additional capital, future prices of precious metals and copper, changes in general economic conditions, changes in the financial markets and in the demand and market price for commodities, possible variations in ore grade or recovery rates, possible failures of plants, equipment or processes to operate as anticipated, accidents, labour disputes and other risks of the mining industry, delays or the inability of the Company to obtain any necessary permits, consents or authorizations required, including TSX Venture Exchange acceptance of the Transaction, financing or other planned activities, changes in laws, regulations and policies affecting mining operations, currency fluctuations, title disputes or claims limitations on insurance coverage and the timing and possible outcome of pending litigation, environmental issues and liabilities, risks relating to epidemics or pandemics such as COVID-19, including the impact of COVID-19 on the Company's business, risks related to joint venture operations, and risks related to the integration of acquisitions, as well as those factors discussed under the heading "Risk Factors" in the Company's latest Management Discussion and Analysis and other filings of the Company with the Canadian Securities Authorities, copies of which can be found under the Company's profile on the SEDAR+ website at www.sedarplus.ca.

Readers are cautioned not to place undue reliance on forward looking statements. Except as otherwise required by law, the Company undertakes no obligation to update any of the forward-looking information in this news release or incorporated by reference herein.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/231870

FAQ

What is the value of Velocity Minerals' (VLCJF) Bulgarian assets sale?

Velocity Minerals is selling its Bulgarian assets, including the Rozino gold project, for USD $59.0 million in cash.

When is Velocity Minerals' (VLCJF) special shareholders meeting for the Bulgarian assets sale?

The special shareholders meeting is scheduled for January 17, 2025, with a record date of December 9, 2024.

What is the break fee for Velocity Minerals' (VLCJF) Bulgarian assets sale?

The break fee for the transaction is USD $2.95 million, which will be held in escrow pending certain events.

When is the expected closing date for Velocity Minerals' (VLCJF) Bulgarian assets sale?

The transaction is scheduled to close on or before January 31, 2025, subject to shareholder, board, and regulatory approvals.