CSE: GDIG
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Vancouver, British Columbia -- (Newsfile Corp. - November 6, 2024) - Gold Digger Resources Inc. (CSE: GDIG) ("Gold Digger" or the "Company") announces that, further to its news releases dated March 6, 2024, June 13, 2024, July 24, 2024, and October 3, 2024, it has entered into a further amending agreement (the "Amending Agreement") to the share purchase agreement dated March 6, 2024 (the "SPA") with Premium Uranium Corporation ("PURC"), each of the shareholders of PURC, and UA92 (Pty) Ltd. ("UA92"), a wholly-owned subsidiary of PURC. The Amending Agreement extends the deadline by which the parties to the SPA must close the Acquisition (as defined below) to December 31, 2024.
Pursuant to the SPA, the Company will acquire all of the issued and outstanding shares of PURC and upon completion, PURC and UA92 will become wholly owned subsidiaries of the Company (the "Acquisition"). UA92 is the holder of a mineral property comprised of several prospecting licenses in the Republic of Botswana (the "UA92 Project"). Assuming completion of the Acquisition, the Company intends to explore the UA92 Project for both surface and In situ recovery potential.
The Company also announces that it has received draft financial statements of PURC, the audit of which is underway. The Company is preparing the required CSE Form 2A Listing Statement providing comprehensive disclosure in respect of the Company on a post-Acquisition basis and will provide further updates on the status of the Acquisition in due course.
About the UA92 Project
The UA92 Project is a uranium project consisting of several prospecting licenses totaling covering thousands of km2 in central Botswana. The UA92 Project is accessible through the towns of Orapa and Francistown and can be operated year-round without seasonal influence.
Geologically, the targeted uranium mineralization at the UA92 Project is hosted within shallow, flat to shallow dipping sedimentary rocks of the Karoo Super Group. These Permian to Jurassic aged sediments were deposited in a shallow, broad, westerly dipping basin, generated during rifting of the African continent.
Mineralization typically occurs as strata bound and disseminated pitchblende and coffinite in permeable sandstone as a result of oxidized fluids intersecting reduced basin lithologies. Deposit styles can be subdivided into roll front, tabular, basal channel and tectonic-lithological type. Uranium can be recovered using conventional hydrometallurgical techniques through either acid or alkaline leaching.
For further information about the Acquisition and the UA92 Project, please refer to the Company's news release dated June 13, 2024.
Qualified Person
Lorne Warner, P.Geo and a director of the Company, is a qualified person as defined by National Instrument 43-101. Mr. Warner has reviewed and approved the technical information disclosed in this news release.
About Gold Digger Resources Inc.
Gold Digger Resources Inc. is an early-stage mineral resource exploration company. The Company's material property is currently the Regnault Project, consisting of 71 contiguous mineral claims covering an area of approximately 3,678 Ha located north-northeast of Chibougamau in the Province of Québec.
CONTACT INFORMATION
Gold Digger Resources Inc.
Allan Bezanson, Chief Executive Officer and President
Email: allanbezanson@outlook.com
Telephone: (416) 427-4505
Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Information
This news release contains forward‐looking statements and forward‐looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward‐looking statements or information. More particularly and without limitation, this news release contains forward‐looking statements and information relating to the closing of the Acquisition, the proposed exploration program at the UA92 Project and the timing thereof, and other matters. The forward‐looking statements and information are based on certain key expectations and assumptions made by management of the Company. As a result, there can be no assurance that the proposed Acquisition, exploration program on the UA92 Project or related matters will be completed as proposed or at all. Although management of the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward‐looking statements and information since no assurance can be given that they will prove to be correct. Such forward-looking statements are based on a number of assumptions of management, including, without limitation, that the parties will be able to obtain the requisite regulatory, board, shareholder and third party approvals and satisfy the other conditions to the consummation of the Acquisition on the proposed schedule and terms and conditions set out in the SPA; that the SPA will not be terminated prior to the closing the Acquisition; that the Acquisition will be completed in accordance with the terms and conditions of the SPA and within the timeframe expected; that no unanticipated events will occur that will delay or prevent the completion of the Acquisition; that the Company will be able to undertake the proposed exploration program as anticipated and on the expected timeline.
Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forward‐looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the Company's ability to complete the Acquisition as currently proposed or at all, the ability of the Company to complete its planned future activities and anticipated business plans, including completion of the proposed exploration program on the UA92 Project, the ability of the Company to obtain sufficient financing to fund its business activities and plans, and the Company's ability to obtain the applicable regulatory, corporate, third party and shareholder approvals of the Acquisition. Other factors may also adversely affect the future results or performance of the Company, including general economic, market or business conditions, risks relating to market conditions, metal prices, changes in the financial markets and changes in laws, regulations and policies affecting the Company's operations and the Company's limited operating history. Accordingly, readers should not place undue reliance on the forward‐looking statements and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward‐looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward‐looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.