Monthly Archives: July 2020

DNA Brands Launches Official Youtube Channel

FORT LAUDERDALE, FL / ACCESSWIRE / July 29, 2020 / (OTC PINK:DNAX). DNA Brands Inc. is pleased to announce that the company has begun producing content and has activated its official Youtube Channel. The company invites the public to view, like and follow its page that will be updated on a frequent basis.

https://www.youtube.com/watch?v=pkCRk9Q5Pi8&t=105s

In this Premiere video, CEO Adrian McKenzie, discusses some personal history in a "Get to know me " session with North Equities. He discusses his vision, experience, efforts and what the anticipated future holds for DNA Brands Inc.

As previously mentioned the company recently selected North Equities, an established marketing firm specializing in Investor Engagement, to create and manage DNA's social media platforms. The service will promote company engagement with the public and shareholders, it also gives insight to the inner working of the company.

About North Equities: The North Equities team has more than 100 years of equity experience, as well as 3 deal of the year awards in Canada. With experience in the VC world of investing, and more than $2B in equity raised, they have helped more than 200 companies acquire more than 120k+ investors combined. With the perfect combination of expertise, tactics, and a track record in fundraising and marketing, North Equities has created the next evolution of investor relations.

https://northequities.com/

DNA Brands (DNAX), is a Colorado holding company. At present, it owns all the IP for It's Two time award winning Energy Drink, DNA Energy. In March 2020, DNA Brands Acquired 954Solar as a wholly owned subsidiary, creating a solar digital marketing division. The company is looking to make one final acquisition (who we are currently in talks with), resulting in a Holding Company with a few operating entities, working for the benefit of shareholders.

During 2019, 954Solar did approximately $1.2 Million in contractual solar sales. Now under the DNA Brands umbrella, 954Solar is actively marketing nationwide. The company anticipates contractual sales to jump drastically in the coming months.

954Solar is also expanding as a solar digital marketing agency. The company has developed a proprietary, cutting edge automation software that markets to consumers in the solar industry. The company is now actively advertising and marketing to solar friendly states such as AZ, CA, FL, IL, NJ, NY, TX.

In addition, DNA Brands has entered into early stage discussions and negotiations with several seasoned cannabis groups (as potential partners and/or operators) to partner/acquire cannabis projects in states in which cannabis is already permitted.

"We believe that Full Federal cannabis legalization is coming within the next 18-36 months." By positioning ourselves early with the appropriate partners, this will give us a major market advantage and allow us to scale quickly. Working with our investment network, efforts are continuing to mount as we move forward to closing a cannabis transaction inside of DNA. "We are looking to have a few wholly owned subsidiaries inside of DNA, working to build shareholder value," stated CEO Adrian McKenzie.

With the innovation and leadership at North Equities we believe once we start building content and create a social media presence, this will be a great way to express our message of growth through acquisitions. Stated Adrian McKenzie CEO of DNA Brands Inc.

DISCLAIMER

This press release contains statements that are "Forward-Looking" in nature (within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1993, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). All Statements regarding the Company's financial position, potential, business strategy, plans and objectives for future operations are Forward-Looking statements. Many of these statements contain words such as "goal," "aims," "may," "expect," "believe," "intend," "anticipate," "estimate," "continue," "would," "exceed," "should," "steady," "plan," "potential," "dramatic," and variations of such words and similar expressions identify Forward-Looking statements, but their absence does not mean that a statement is not a Forward-Looking statement. Because Forward -Looking statements involve future risks and uncertainties, there are many factors that could cause actual results to differ materially from those expressed or implied. The Company cannot predict the actual effect these factors will have on its results and many of the factors and their effects are beyond the Company's control. Any forward-looking statement made by the Company speaks only as of the date on which it is made. The Company is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, subsequent events or otherwise. Given these uncertainties, you should not rely too heavily on these forward-looking statements.

Adrian McKenzie-Patasar
(561) 654-5722

info@dnabrandsinc.com

https://www.thesolarelite.com/

SOURCE: DNA Brands Inc.

ReleaseID: 599426

Auryn to Acquire Eastmain Resources and Spin Out Peruvian Assets

Combination to Create Fury Gold, a Leading Canadian Gold Developer

VANCOUVER & TORONTO, CANADA / ACCESSWIRE / July 29, 2020 / Auryn Resources Inc. (TSX:AUG)(NYSE American:AUG) ("Auryn") and Eastmain Resources Inc. (TSX: ER) ("Eastmain") are pleased to announce that they have entered into a definitive agreement (the "Agreement") pursuant to which Auryn will acquire all of the issued and outstanding shares of Eastmain, immediately following a spin out of Auryn's Peruvian projects to Auryn shareholders and completion of a concurrent financing (collectively, the "Transaction"). The Transaction will create Fury Gold Mines Limited ("Fury Gold") and two independent spin-out entities ("SpinCos") which will hold Auryn's Peruvian projects.

Concurrent with the spin-out of the Peruvian projects, Fury Gold will consolidate its shares by approximately 10:7 such that approximately 110 million Fury Gold shares will be outstanding after the Eastmain acquisition (pre-financing), of which 69% will be owned by current Auryn shareholders and 31% will be owned by current Eastmain shareholders. Fury Gold is expected to remain listed on the TSX and NYSE American exchanges, and will be led by new President & CEO, Mike Timmins, whose bio follows below.

Eastmain shareholders as of the closing date of the Transaction will be entitled to receive approximately 0.117 of a Fury Gold share (approximately 0.165 of an Auryn share pre-consolidation) for each Eastmain share (the "Eastmain Exchange Ratio"). After adjustment for the assumed value of the SpinCo shares based on an independent valuation report received by Auryn, the C$121M offer represents approximately C$0.42 per Eastmain share, representing a premium of 137% to the closing market price of the Eastmain shares on July 29, 2020, and a premium of 123% based on the 20 day volume weighted average price of the Eastmain shares.

Transaction Highlights

Auryn to spin out Peruvian assets into two new SpinCo companies – "SpinCo Sombrero" consisting of the Sombrero project and "SpinCo Curibaya" consisting of the Curibaya and Huilacollo projects described below. Auryn engaged Evans and Evans Inc. to provide a comprehensive valuation report on the value of the two SpinCos. The midpoint of Evans & Evans, Inc.'s value range for the SpinCos is US$45.5M.
Auryn shareholders to receive approximately 0.7 shares of Fury Gold together with one share in each SpinCo for each Auryn share held as of the closing date of the Transaction.
Auryn to combine its Canadian assets and operations (Committee Bay in Nunavut and Homestake Ridge in British Columbia) with Eastmain's assets (Eau Claire and Eleonore South Joint Venture in Quebec) to create a Canadian developer platform with an aggressive growth strategy.
Mike Timmins, former Agnico Eagle VP of Corporate Development, to lead Fury Gold as President, CEO and Director.
Concurrent private placement of Fury Gold subscription receipts, raising a minimum of $15 million (the "Financing").
Fury Gold to commence a 50,000-meter drill program at Eau Claire shortly after closing of the Transaction.
Fury Gold will provide updated exploration plans for Homestake Ridge and Committee Bay after closing of the Transaction.

Further Particulars of Transaction

Fury Gold will have approximately 110 million shares issued and outstanding (pre-financing) of which 69% will be owned by former Auryn shareholders and 31% will be owned by former Eastmain shareholders. Fury Gold will also have approximately 9 million options and warrants outstanding on completion of the Transaction. Any options or warrants exercised prior to the closing of the Transaction will not alter the 69%/31% ownership of Fury Gold.

The spin out of Auryn's Peruvian assets will result in two independent companies, one holding the Sombrero property, and the second holding the Curibaya and Huilacollo properties, with approximately C$7.5 million in combined cash to fund their future operations. Auryn shareholders will receive, for each Auryn share held as of the closing date of the Transaction, a full share in each of these two companies, which will be reporting issuers in Canada. Stock exchange listings will not be immediately sought for either SpinCo.

Holders of Eastmain options will receive appropriately adjusted replacement options of Fury Gold and Eastmain's outstanding warrants will be adjusted so that on exercise, holders will receive shares of Fury Gold adjusted to reflect the Eastmain Exchange Ratio. Holders of options and warrants of Auryn will receive appropriately adjusted replacement options and warrants of New Auryn, which will be exercisable into shares of Fury Gold and the two SpinCos as if exercised prior to completion of the Transaction.

STRONG BENEFITS TO SHAREHOLDERS

Benefits to Shareholders of Both Companies

The combination of Eastmain's portfolio with Auryn's Canadian projects into one Canadian-focused gold exploration and development company;
An experienced leadership team with exploration and development pedigrees and a track record of creating shareholder value;
A strong technical team, led by SVP of Exploration, Michael Henrichsen, P. Geo, with access to a team of experts responsible for discovering and developing millions of ounces of gold globally; and
A well-funded company with ample resources for acceleration of step-out exploration, drilling and development.

Benefits to Auryn Shareholders

Adds a cornerstone development project in Eau Claire, an advanced staged high-grade gold project in close proximity to Newmont's Eleonore gold mine;
Separation of Auryn's opportunities by commodity and country, allowing for Canadian and Peruvian projects to be valued separately; and
100% participation in the Peruvian projects through the SpinCos, each of which will hold sufficient cash for exploration and the obtaining of permits.

Benefits to Eastmain Shareholders

Immediate premium and strong re-rating potential;
Eliminates single asset risk and enhances growth optionality; and
Participation in the substantial upside of Committee Bay and Homestake Ridge.

A Message from Ivan Bebek, Executive Chairman & Director of Auryn:

"Auryn has spent a considerable amount of time and money developing a tier-one exploration portfolio. The splitting of Auryn should unlock considerable value for Auryn shareholders, and importantly, results in three, commodity-specific exploration companies well-positioned for major discoveries as we head into the bull market.

"Fury Gold will combine the high-grade gold projects; Committee Bay in Nunavut, Homestake Ridge in B.C and Eau Claire in Quebec, to offer investors a robust Canadian, gold-focused exploration and development company. We are very excited to welcome Mike Timmins as CEO of this new endeavour and believe that his impressive pedigree combined with our world-class technical team will successfully execute on our goal of creating significant shareholder value through discovery and development in all three jurisdictions.

"Sombrero and Curibaya are premier exploration targets in Peru and we are in the final phases of permitting for inaugural drill programs. We plan to significantly enhance the value of these entities over the coming months, prior to their relisting, through achieving drill permits, completing additional community agreements to provide access to more areas, identifying additional high priority targets and further value-added acquisitions."

A Message from Laurie Curtis, Chairman of Eastmain:

"The Board of Eastmain strongly endorses the Transaction, as we believe it is in the best interests of all our shareholders and stakeholders. Fury Gold will have the capability and access to capital to develop and finance Eau Claire. We want to commend our interim President and CEO Blair Schultz for his efforts in delivering this strong partner and to thank our entire team for their efforts moving this Transaction to a positive conclusion. The time is right and Fury Gold opens up a new horizon for all of our stakeholders."

Fury Gold

Fury Gold will hold three core Canadian gold projects: Eau Claire in Quebec, Committee Bay in Nunavut and Homestake Ridge in British Columbia. Secondary assets will include Gibson MacQuoid in Nunavut and 36.7% of the Eleonore South Joint Venture in Quebec.

Eau Claire (Quebec):

~113,000 hectares in Central James Bay
PEA completed in 2018
Resource (as of February 4, 2018):

Measured & Indicated: 853,000 ounces of 6.18 g/t Au
Inferred: 500,000 ounces of 6.53 g/t Au

Committee Bay (Nunavut):

~300 km greenstone belt
Resource (as of May 31, 2017):

Indicated: 524,000 ounces of 7.85 g/t Au
Inferred: 720,000 ounces of 7.64 g/t Au

Homestake Ridge (British Columbia):

~7,500 hectares in the Golden Triangle
Amended PEA dated June 24, 2020
Resource (as of May 29, 2020):

Indicated: 165,000 ounces of 7.02 g/t Au
Inferred: 816,000 ounces of 4.58 g/t Au

A Message from Mike Timmins, President & CEO of Fury:

"I am excited by this new opportunity presented by Fury Gold. The Transaction reflects Auryn's long-term strategy of acquiring promising, early-stage gold projects and leveraging a broad range of technical skill sets to add value through focused exploration and development. I look forward to leading a team of experienced and talented professionals that are capable of taking big steps to drive growth."

Proposed Board of Directors of Fury Gold

The proposed board will consist of current Auryn directors, Ivan Bebek, Jeffrey Mason and Steve Cook, current Eastmain directors, Michael Hoffman and Blair Schultz, with the addition of Mike Timmins as CEO and director.

Ivan Bebek, Chair:

Mr. Bebek has over 20 years of experience in mineral project acquisition, financing and exit strategies. Mr. Bebek was formerly the President, CEO and co-founder of Cayden Resources, which was sold to Agnico Eagle Mines for $205 million in November 2014, and a co-founder of Keegan Resources (now Galliano Gold). Mr. Bebek is a cofounder, Co-Chairman and Director of Torq Resources (formerly, Stratton Resources).

Mike Timmins, President, Chief Executive Officer, Director:

Mr. Timmins brings over 20 years of experience as a mining executive from his work with a number of companies, including Agnico Eagle Mines and Placer Dome. Mr. Timmins was Vice President of Corporate Development at Agnico, where he played a key role in the development of the Kittila mine in northern Finland and in the acquisition of Osisko Mining for C$3.9 billion. He has degrees from Queen's University (EMBA), the University of British Columbia (M. Sc. Metallurgy) and Bishop's University (B.Sc.). Mr. Timmins also serves as a Director and Audit Committee member for Excellon Resources.

Blair Schultz, Director:

Mr. Schultz, a director of Eastmain since April 2016, brings over 20 years of experience in financial, operational and capital markets. He spent 14 years at K2 and Associates Investment Management Inc. before taken on several board and executive roles at mining companies, most notably the resurrection of Klondex Mining. More recently he organized the spinout 1911 Gold Corp from Klondex and RTO'd Arizona Metals into a CPC shell. He is currently on the Board of Directors for 1911 Gold Corp and Solstice Gold Corp. Mr. Schultz holds an Honours Bachelor of Mathematics degree from the University of Waterloo with a Business Administration option from Wilfred Laurier University.

Jeffrey Mason, Director:

Mr. Mason is a CPA and holds an ICD.D. He has extensive experience in the exploration, development, construction and operation of precious and base metals projects in the Americas, Asia and Africa, including 15 years as a Principal, Board Director and Chief Financial Officer for the Hunter Dickinson group of companies. He began his career with Deloitte LLP as a CPA, followed by six years at Barrick Gold Corporation. Overall, Mr. Mason has served as Chief Financial Officer, Chief Financial Officer, Corporate Secretary and Board Director for over 20 public companies listed on the TSX, TSXV, NYSE American and NASDAQ. Most recently, he was the Chair of the board and interim CEO of Great Panther Mining. Mr. Mason currently serves as an Independent Director of Torq Resources.

Steve Cook, Director:

Mr. Cook is a practicing tax partner at the law firm of Thorsteinssons LLP in Vancouver. He received his B. Comm. and LL.B. degrees from the University of British Columbia and was called to the British Columbia Bar in 1982. Mr. Cook is a specialist in corporate and international tax planning, offshore structures, representation and civil and criminal tax litigation. He has served on the board of Brett Resources, prior to it being acquired by Osisko Mining, and Cayden Resources, prior to it being acquired by Agnico Eagle Mines. Mr. Cook currently serves as a Director of Torq Resources and Lasalle Exploration.

Michael Hoffman, Director:

Mr. Hoffman, a director of Eastmain since March 2016, is an experienced mining executive with over 30 years of practice including engineering, mine operations, corporate development, projects and construction. Mr. Hoffman also has direct northern Canadian mining experience including operations and projects. He currently serves as a director of Velocity Minerals and 1911 Gold. Mr. Hoffman is a Mining Engineering graduate from Queen's University and is a Professional Engineer in the province of Ontario. He is also a member of the Institute of Corporate Directors.

Proposed Advisory Board

Shawn Wallace:

Mr. Wallace has been involved in all aspects of the mining industry, from mineral exploration and project management, to financing, mergers & acquisitions and corporate development. Over the past 30 years, Mr. Wallace has been instrumental in building numerous high-quality mineral exploration, development and production companies, including co-founding Cayden Resources, which was acquired by Agnico Eagle Mines for $205 million. Mr. Wallace is also a co-founder and Director of Asanko Gold (now Galliano Gold) and a co-founder, Co-Chairman and Director of Torq Resources.

Laurie Curtis:

Mr. Curtis is a professional geologist who has spent over 50 years exploring and developing mining assets, especially in the Americas. He founded Intrepid Minerals, which transitioned through merger and acquisition to Intrepid Mines, which became a gold producer and developer. He has been actively involved as Director on the boards of several junior developers with producing mines, including Wheaton River Minerals, High River Gold Mines, Breakwater Resources and Buryatzoloto. Later in his career, Laurie shifted to the financial sector as a Mining Research Analyst for Clarus Securities then subsequently as Vice President, Senior analyst for Dundee Capital Markets. He joined Eastmain as a Director and Chairman in September 2015 and currently also serves as a Director of Excellon Resources. Laurie graduated with a BSc (Hons) from the Australian National University, a PhD at University of Toronto, and is Registered Professional Geoscientist in Ontario.

Peruvian Spin-Out Projects

Auryn will spin out its Peruvian projects to Auryn shareholder via two recently formed British Columbia companies. Auryn shareholders, as of the effective date of the Transaction, will receive one full share of each of the SpinCos for each Auryn share. The SpinCos will be reporting issuers in Canada and will rely on an exemption from registration the United States under section 12g3-2(b) of the 1934 Exchange Act for Canadian reporting issuers who make their Canadian filings available in the US. The SpinCos are likely to seek stock exchange listings once they achieve certain milestones including:

Sombrero

Obtaining drill permits, currently in progress;
Completing additional surface exploration and drill targeting on numerous targets that are in the process of being identified; and
Securing additional community agreements.

Curibaya

Completing drill targeting, currently underway;
Obtaining drill permits, process initiated and underway; and
Acquiring additional high-quality assets for its exploration portfolio.

Sombrero SpinCo:

The North Sombrero and South Sombrero properties comprise over 130,000 hectares to be owned or optioned by this SpinCo. The copper-gold concessions are located 340 kilometers SE of Lima in southern Peru and are hosted in the Andahuaylas-Yauri belt. This belt is interpreted to be the north-western extension of the Eocene-Oligocene aged copper-gold porphyry and skarn belt that hosts the Las Bambas, Haquira, Los Chancas, Cotambambas, Constancia, Antapaccay and Tintaya deposits. The project is characterized by multiple mineralized intrusive centers with significant copper and gold values from surface samples. The principal targets at Sombrero are copper-gold skarn, porphyry systems and precious metal epithermal deposits.

Curibaya SpinCo – Curibaya and Huilacollo:

The Curibaya Spinco will have 100% ownership of the Curibaya project which consists of approximately 11,000 hectares. The Curibaya project is located 48 km north-northeast of the provincial capital, Tacna, and is accessible by road in two and a half hours. It covers the regional Incapuquio fault zone and subsidiary structures, which are interpreted as one of the fundamental controls for both epithermal and porphyry styles of mineralization within the region. Initial surface sampling programs at Curibaya have returned numerous high-grade samples of silver, gold and copper over a four-kilometer by four-kilometer alteration system.

The Huilacollo epithermal property is comprised of approximately 3,300 hectares of intense hydrothermal alteration that is consistent with epithermal Au/Ag mineralization over a four-kilometer by six-kilometer area. It is located 52 km from Tacna and is accessible by road with nearby high-voltage power lines and water. Contiguous to the Huilacollo property are the Tacora and Andamarca properties, which Auryn acquired in August 2017. Auryn's technical team believes the epithermal system on the Tacora licenses is the continuation of the same oxide gold epithermal system observed on the Huilacollo licenses. The Andamarca license provides Auryn with a strategic land position that is considered important from an infrastructure standpoint if future mining were to occur.

Other Transaction Information

The Transaction will be legally implemented by way of two statutory plans of arrangement (collectively, the "Arrangements"), one involving Auryn under the Business Corporations Act (British Columbia) and one by Eastmain under the Business Corporations Act (Ontario). Full details of the Transaction and each of the Arrangements will be included in the two information circulars that are expected to be filed with the applicable securities regulatory authorities and mailed to Auryn and Eastmain securityholders in connection with their respective meetings. It is anticipated that a special meeting of the securityholders of Eastmain and an annual and special meeting of the securityholders of Auryn will be held in September 2020. Eastmain and Auryn securityholders are urged to read the respective information circulars once they are available, as they will contain additional important information about the Transaction including details about the tax treatment of the SpinCo portion of the Transaction for Canadian and US Auryn Shareholders. The Transaction is expected to be completed later in the year.

The Transaction is subject to a number of customary closing conditions, including the approval by a special majority of securityholders of both companies and the completion of the Financing, as well as approval of the Arrangements under British Columbia and Ontario law and approval of the TSX and NYSE American. The terms of the Financing, including pricing, will be settled in the context of the market after this announcement and the securities issued upon conversion of the subscription receipts issued under the Financing will not be subject to hold periods in Canada as a consequence of being issued in connection with the Arrangements. The securities issued in the Financing will be offered and sold pursuant to prospectus and registration exemptions and will only be offered where, and to whom, permitted by applicable law. A subsequent news release will provide the details of the Financing when they are determined.

Pursuant to the Agreement, each company is subject to customary non-solicitation covenants. In the event a superior proposal is made to a company, the other has the right to match such proposal. Under certain circumstances where the transaction is not completed because of a third-party superior proposal received by Eastmain or Auryn, the party accepting a superior proposal has agreed to pay a termination fee of 3.75% based on the defined value of the superior proposal.

None of the securities to be issued pursuant to the Arrangements including the Financing have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

Board of Directors' Recommendations

Each of the Boards of Directors of Auryn and Eastmain, following consultation with their financial and legal advisors and the recommendation of the respective special committees (each, a "Special Committee") formed to consider the Transaction, have unanimously approved the Transaction. Both Boards of Directors recommend that their respective securityholders vote in favour of the resolutions to approve the Transaction.

Stifel Nicolaus Canada Inc. ("Stifel GMP") has provided a verbal fairness opinion to the Board of Directors and the Special Committee of Auryn stating that, as of the date thereof and, based upon and subject to the assumptions, limitations, and qualifications stated in such opinion, that the transaction contemplated by the Arrangement is fair, from a financial point of view, to Auryn shareholders. Maxit Capital LP ("Maxit Capital") has provided a fairness opinion to the Board of Directors and the Special Committee of Eastmain that, as of the date thereof and, based upon and subject to the assumptions, limitations, and qualifications stated in such opinion, that the consideration offered under the Arrangement is fair, from a financial point of view, to Eastmain shareholders.

The directors and officers of each of Auryn and Eastmain, collectively holding 17,097,116 Auryn securities and 16,962,821 Eastmain securities, have entered into voting agreements with Eastmain and Auryn, respectively, under which they agree to vote in favour of the resolutions approving the Transaction. In addition, shareholders of Eastmain collectively holding 20,635,398 Eastmain securities have entered into agreements with Auryn agreeing to vote the Eastmain securities they hold as of the record date in support of the resolutions approving the Transaction. Russell Starr, former investor relations executive with Auryn has left the Company's employ as of July 18, 2020 to pursue other opportunities. Mr. Starr will continue to assist Auryn as a consultant.

Advisors and Counsel

Auryn has engaged Minvisory Corp as its financial advisor and McMillan LLP as its legal counsel. Auryn's Special Committee retained Stifel GMP as its financial advisor and Blake, Cassels & Graydon LLP as its legal counsel.

Eastmain has engaged Maxit Capital as its financial advisor and Cassels Brock & Blackwell LLP as its legal counsel.

Qualified Person and Technical Information

The technical information contained in this news release relating to Auryn has been approved by Michael Henrichsen, Chief Geologist of Auryn, who is a "qualified person" within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

The technical information contained in this news release relating to Eastmain has been approved by Bill McGuinty, VP of Exploration of Eastmain, who is a "qualified person" within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

For additional information, including with respect to the key assumptions, parameters and methods used in respect of the resource estimate for Eau Claire, refer to the technical report entitled "Technical Report, Updated Mineral Resource Estimate and Preliminary Economic Assessment on the Eau Claire Gold Deposit, Clearwater Property, Quebec, Canada" with an effective date of February 4, 2018 and dated July 3, 2018, available on SEDAR.

For additional information, including with respect to the key assumptions, parameters and methods used in respect of the resource estimate for Committee Bay, refer to the technical report entitled "Technical Report on the Committee Bay Project, Nunavut Territory, Canada" with an effective date of May 31, 2017 and dated October 23, 2019, available on SEDAR.

For additional information, including with respect to the key assumptions, parameters and methods used in respect of the resource estimate for Homestake Ridge, refer to the technical report entitled "Technical Report, Updated Mineral Resource Estimate and Preliminary Economic Assessment on the Homestake Ridge Gold Project, Skeena Mining Division, British Columbia" with an effective date of May 29, 2020 and amended and restated on June 24, 2020, available on SEDAR.

There are no mineral resource or mineral reserve estimates on any of the properties to be held by the SpinCos. There is no certainty that future mineral resources or reserves will be defined on these properties. In addition, if mineral resources and reserves are defined, the quantity of mineral resources and reserves may vary depending on, among other things, fluctuations in gold and other base or precious metals prices, results of drilling, metallurgical testing and production and the evaluation of studies, reports and plans subsequent to the date of hereof.

Conference Call:

To discuss the transaction, Auryn and Eastmain will host a conference call on Thursday, July 30th at 8:00 AM PDT/11:00 AM EDT.

A link to the live webcast of the conference call will be on Auryn's website at www.aurynresources.com, as well as on the Fury Gold website at www.furygoldmines.com.

For those preferring to listen by telephone, please dial 416-764-8659 or toll-free 1-888-664-6392. To ensure your participation, please call approximately five minutes prior to the scheduled start of the call.

To listen to the replay, please dial 416-764-8677 or toll-free 1-888-390-0541, access code 944859.

The webcast, along with presentation slides, will be archived on the websites.

ON BEHALF OF THE BOARD OF DIRECTORS OF AURYN RESOURCES INC.

Ivan Bebek
Executive Chairman and Director

AND ON BEHALF OF THE BOARD OF DIRECTORS OF EASTMAIN RESOURCES INC.

Blair Schultz
Interim President and CEO

For further information please contact:

Auryn Resources
Natasha Frakes, Manager of Corporate Communications
778-729-0600
info@aurynresources.com

Eastmain Resources
Blair Schultz, Interim President and CEO
647-347-3735
bschultz@eastmain.com

About Auryn

Auryn is a technology-driven, well-financed junior exploration company focused on finding and advancing globally significant precious and base metal deposits. Auryn has a portfolio approach to asset acquisition and has six projects, including two flagship projects: the Committee Bay high-grade gold project in Nunavut and the Sombrero copper-gold project in southern Peru. Auryn's technical and management teams have an impressive track record of successfully monetizing assets for all stakeholders and local communities in which it operates. Auryn conducts itself to the highest standards of corporate governance and sustainability.

About Eastmain

Eastmain is a Canadian exploration company operating in the Eeyou Istchee emerging James Bay gold camp in Québec. Eastmain holds a 100%-interest in the Clearwater Property, host of the Eau Claire Project, for which it issued a Preliminary Economic Assessment ("PEA") in May 2018, and the Percival Discovery made in November 2018. Eastmain is also the operator of the Éléonore South Joint Venture, located immediately south of Newmont's Éléonore Mine, which hosts the Moni/Contact Trend Discovery (2017).

Forward Looking Information and Additional Cautionary Language

This release includes certain statements that may be deemed "forward-looking statements". Forward-looking information is information that includes implied future performance and/or forecast information including statements with respect to the Transaction, including the benefits of the Transaction, the creation of Fury Gold and its board of directors and advisory board, the terms and completion of the Financing, Fury Gold's exploration and development plans, the application to list Fury Gold on the TSX and NYSE American, the anticipated meeting dates and mailing of the information circulars in respect of the meetings, timing for completion of the Transaction and receiving the required regulatory and court approvals, and title to mineral concessions. These statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements of the Company and Eastmain to be materially different (either positively or negatively) from any future results, performance or achievements expressed or implied by such forward-looking statements. Readers should refer to the risks discussed in (i) Auryn's Annual Information Form and MD&A for the year ended December 31, 2019 and subsequent continuous disclosure filings with the Canadian Securities Administrators available at www.sedar.com and the Company's registration statement on Form 40-F filed with the United States Securities and Exchange Commission and available at www.sec.gov. and (ii) Eastmain's Annual Information Form and MD&A for the year ended October 31, 2019 and subsequent continuous disclosure filings with the Canadian Securities Administrators available at www.sedar.com

Cautionary Note to US Investors

This news release has been prepared in accordance with the requirements of Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Projects (‘‘NI 43-101'') and the Canadian Institute of Mining, Metallurgy and Petroleum Definition Standards, which differ from the requirements of U.S. securities laws. NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. Accordingly, information contained or incorporated by reference in this news release that describes mineral deposits may not be comparable to similar information made public by issuers subject to the United States Securities and Exchange Commission's reporting and disclosure requirements applicable to domestic United States issuers.

Disclaimer

The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

SOURCE: Auryn Resources Inc.

ReleaseID: 599536

Resilinc, CreditRiskMonitor Announce Partnership to Drive Supply Chain Resiliency

MILPITAS, CA & VALLEY COTTAGE, NY / ACCESSWIRE / July 29, 2020 / Resilinc Corporation, the world's leading supply chain monitoring, mapping, and resiliency solution and CreditRiskMonitor (OTCQX:CRMZ), a web-based publisher of financial information, have announced a partnership to integrate CreditRiskMonitor's FRISK® score and related financial risk assessment capabilities with Resilinc's supply chain resiliency and risk management platform. The integrated solution will enable Fortune 1000 organizations to achieve greater visibility when it comes to gauging the financial health of suppliers and overall supply chain risk.

"Given current economic challenges, brought on by a global pandemic and other outside events, supply chains have been highly disrupted and companies are facing unprecedented levels of risk when it comes to suppliers," said Bindiya Vakil, CEO of Resilinc. "Incorporating financial risk visibility into a comprehensive supply chain risk program is a must in today's climate. The combined capabilities of Resilinc and CreditRiskMonitor will enable our customers to accomplish that."

Resilinc's AI-powered monitoring service maps the supply chain multiple tiers deep, giving Fortune 1000 organizations visibility into potential supply chain disruption down to the supplier, part, and site levels. CreditRiskMonitor, meanwhile, delivers its aforementioned proprietary FRISK® score: a 96%-accurate daily read on bankruptcy risk hidden within more than 57,000 public corporations worldwide as well as alternative options for assessing the financial risk of private suppliers.

"As we continue to expand our business into the world of procurement, a partnership with a leader like Resilinc is a boon for our company," said Jerry Flum, CreditRiskMonitor CEO. "The fact that we can bring our own data-driven solutions like our FRISK® score to the table with Resilinc gives their clients a no-doubt competitive advantage."

"The COVID-19 Crisis has the potential to exacerbate the current non-financial corporate debt bubble we've been building over the last 11 years. With worldwide non-financial corporate debt at record levels, both in absolute and relative terms, and a potential working capital crisis looming, public company bankruptcies could deal crippling blows to supply chain functions," Flum added.

For more information on Resilinc and its solutions, visit resilinc.com. Follow Resilinc on LinkedIn and on Twitter: @Resilinc. The company also maintains a blog highlighting innovations and customer feedback at blog.resilinc.com.

Follow CreditRiskMonitor on LinkedIn, Facebook, and on Twitter: @CreditRiskMon.

For more information about the expanding roster of CreditRiskMonitor partners, click here.

Overview

CreditRiskMonitor (http://www.crmz.com) is a web-based publisher of financial information that helps corporate credit and procurement professionals stay ahead of business financial risk quickly, accurately and cost effectively. The service offers comprehensive commercial credit reports and financial risk analysis covering public companies worldwide.

The Company also collects a significant amount of trade receivable data on both public and a select group of private companies every month, to help subscribers determine payment performance.

Over 35% of the Fortune 1000 plus over 1,000 other large companies worldwide depend on CreditRiskMonitor's timely news alerts and reports featuring detailed analyses of financial statements, ratio analysis and trend reports, peer analyses, bond agency ratings, crowdsourcing of risk professionals as well as the Company's proprietary FRISK® and PAYCE® scores.

Safe Harbor Statement

Certain statements in this press release, including statements prefaced by the words "anticipates", "estimates", "believes", "expects" or words of similar meaning, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance, expectations or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements, including, among others, those risks, uncertainties and factors referenced from time to time as "risk factors" or otherwise in the Company's Registration Statements or Securities and Exchange Commission Reports. We disclaim any intention or obligation to revise any forward-looking statements, whether as a result of new information, a future event, or otherwise.

CONTACT:

CreditRiskMonitor.com, Inc.
Jerry Flum, CEO
(845) 230-3030
ir@creditriskmonitor.com

SOURCE: CreditRiskMonitor.com, Inc.

ReleaseID: 599541

FMW Announcing Additional Broadcast Dates And Television Networks For Fetch.Ai (FET) With CEO Humayun Sheikh And Other Featured Companies On “Exploring The Block” And “New To The Street”

FMW Announcing additional broadcast dates and television networks for Fetch.ai (FET) with CEO Humayun Sheikh and other featured companies on "Exploring the Block" and "New to the Street"

NEW YORK, NY / ACCESSWIRE / July 29,2020 / Fetch's first interview will be broadcast on Bloomberg Television this Saturday, Aug 1st at 6 pm est. This interview featuring Jane King interviewing Fetch founder and CEO Humayun Sheikh previously aired on Fox Business.

Fetch completed the second interview of their 6 Part Series that aired this past Sunday on KRON. The interview will also be aired on Fox August 5th at 11:30 PST. and later in August on Fox again and Bloomberg. Dates and times TBA

Also appearing on the Bloomberg broadcast August 1 at 6 pm EST is NativeCoin (N8V) with COO Jeff Johnson and team, Binance Charity Foundation with Helen Hai and Jarred Winn and Somee ( ONG) with Chris Kramer a blockchain-based social network powered by ONG CryptoCurrency.

FMW is also broadcasting the Fetch.ai interview on our partner CryptoCake YouTube for its 1.82 million subscribers. The first interview was uploaded and received over 1000 views, interview number two will be up on Cryptocake shortly and across all their social.

CryptoCake CEO & Co-Founder Steve Slome: "We are proud to form an alliance with FMW Media Works and offer our CryptoCake network as a home for content that will feature FMW's wonderful clients. With 1.8 million subscribers for our YouTube channel already, CryptoCake is the largest FinTech, Crypto, and blockchain news and media channel on YouTube. We are excited to share cutting edge technology companies to our hundreds of thousands of our social media followers, including our affiliated network of viewers as well."

Mr. Slome continued, "this partnership will help expand mass adoption for the Crypto & blockchain space and attract serious interest in this emerging market of global development. CryptoCake is a global channel devoted to a world currency that will enable people to truly become financially independent and take control for their own personal gain. With this partnership with FMW, we hope to bring long-term benefits for their clients and our company's shareholders."

Cryptocake will be a big part of "Exploring The Block" social platform, making our digital platform among the largest globally for blockchain /crypto companies to share their successes. Stated Vince Caruso Founder and CEO of " Exploring The Block" and " New to the Street" brand television shows.

Appearing on Aug 5th, Fox Business with fetch.ai will be MANDI, CEEK VR (CEEK), and Somee (ONG) with Onica.

About:

FMW Media

FMW Media Corp. operates one of the longest-running U.S and International sponsored programming T.V. brands "NewToTheStreet," and its blockchain show "Exploring The Block." Since 2009, these brands run shows across major U.S. Television networks. These TV platforms reach over 540 million homes both in US and international markets. Developing 2-additional shows "TheBestinNY" and "The Ultimate Listing,"

Fetch.ai (FET)

"Fetch.ai is at the forefront of accelerating research and deployment of emerging technologies, including blockchain and AI. Its solutions are designed for people, organizations, and IoT. The project has created an Open Economic Framework (OEF) that serves as a decentralized search and a value exchange platform for various autonomous economic agents. Supported by a scalable smart ledger, Fetch.ai has digital intelligence at its heart, enabling it to deliver actionable predictions and instant trust information to billions of smart devices."

MANDI

Mandi Token has a wide range of experts in finance, accounting, and business analysis, including former analysts and financial experts from known institutions. Our spokesman, JD Salbego, is an Advisor to Solidum Capital, former CEO of BitTok exchange and current CEO of Legion Ventures. Jonathan Dunsmoor, our Compliance Officer, is Senior Counsel at Reid & Wise LLC, Securities Attorney at Aeryus, and Managing Consultant at NV Global Ventures. Willy Hartono Wijaya, President Director, is a former analyst at Goldman Sachs and an emergent investment figure in the Indonesian economy. We use a very conventional methodology on our approach to assessing the profitability and feasibility of any opportunities that have the potential to add value to our ecosystem and Mandi token holders.

SoMee.social (ONG1)

SoMee is a blockchain-based social media platform. Users earn ONG1 for being active on their platform; posting, liking, and getting liked. SoMee's mission is to redefine social media for privacy, end-user control, and monetization. The platform is built for influencers, social media users, and advertisers and is about to release a unique system for advertisers that gives them more control and interaction with their target audience, and that allows their target audience to target them back! SoMee has been in open beta for the past year on the web at https://SoMee.social and inside of the IOS and Android app stores under SoMee.social.

Onica

SoMee.social hired Onica, a Rackspace Company, is a Premier Consulting Partner in the Amazon Web Services (AWS)Partner Network (APN) to implement AWS auto-scaling technology and provide ongoing 24/7/365 cloud infrastructure and DevOps support. Christopher Kramer, President & CEO of SoMee, said, "We couldn't have found a better partner to deploy & provide ongoing AWS support to SoMee, especially as we prepare to scale millions of users onto theSoMee platform. Learn more at www.onica.com.

For Press Inquiries Contact:
Bryan Johnson
1(631)-766-7462
Bryan@NewToTheStreet.com

SOURCE: FMW Media Works Corp

ReleaseID: 599519

Kismet Resouces Announces Qualifying Transaction

VANCOUVER, BC / ACCESSWIRE / July 29, 2020 / Kismet ResourcesCorp. (TSXV:KSMT.P) ("Kismet" or the "Corporation") is pleased to announce that it has entered into a letter of intent dated July 23, 2020 (the "LOI") with TDG Gold Corp. ("TDG Gold"), a mineral exploration company with binding agreements to acquire four properties in the Toodoggone District of northeastern British Columbia, Canada including the former producing high grade Au-Ag Baker and Shasta Mines and the Oxide Peak exploration stage property. The LOI outlines the principal terms and conditions which will result in a reverse takeover of Kismet by TDG Gold (the "Transaction").

Kismet is a Capital Pool Company and intends for the Transaction to constitute its Qualifying Transaction, as such terms are defined in the policies of the TSX Venture Exchange (the "TSXV"). In connection with the announcement of the LOI, the trading in the common shares of Kismet ("KismetShares") has been halted pursuant to the policies of the TSXV. Trading will remain halted until, among other things, Kismetcompletes certain regulatory filings in connection with the Qualifying Transaction with the TSXV and the TSXV has completed certain matters it considers necessary or advisable.

About TDG Gold

TDG Gold was incorporated pursuant to the Business Corporations Act (British Columbia) on July 22, 2011. TDG Gold currently has 35,560,897 common shares (the "TDG Gold Shares") issued and outstanding and has no options, warrants or other classes of securities outstanding. Management of TDG Gold currently owns approximately 33% of the TDG Gold Shares in aggregate and a BC subsidiary of OceanaGold Corporation, an international company listed on the ASX,currently owns approximately 18% of the TDG Gold Shares.

TDG Gold has binding agreements to acquire over 23,000 hectares in the Toodoggone District of northeastern British Columbia. The Toodoggone District is a 100 x 30 km belt (3000sq.km) with past producing mines and advance-stage exploration projects (see Fig 1) characterized by extensive gossans and alteration halos. Historic exploration and production focused on high-grade gold-silver epithermal deposits including the Baker, Shasta and Lawyers Mines. The property also has the potential to host copper-gold porphyry mineralization.

Figure 1 showing major landholders in the Toodoggone District – from TDG Gold Corp.'s July 21st 2020 corporate slide deck

Baker-Shasta Mines

In July 2020, TDG Gold signed an asset purchase agreement (the "Asset Purchase Agreement") to acquire (the "Asset Acquisition") the Toodoggone assets of Talisker Resources Ltd. ("Talisker") including the former producing Baker and Shasta Mines, the Baker mill, camp and tailings storage facility, and the Bot and Mets Properties. Both Baker and Shasta operated intermittently from the 1980 until the 2000s. During that period Baker produced over 77,500 tonnes at an average grade of 15gpt Au and 288 gpt Ag; and Shasta produced over 141,500 tonnes at an average grade of 4.48 gpt Au and 239.5 gpt Ag. Both mines are currently on reclamation status.

In addition to the potential for expanding on the historical Baker and Shasta mines, there are 5 early-stage exploration targets on the property with the potential for new discoveries:

Black Gossan: Strong oxidized pyritic and gossanous alteration forms a prominent supergene cap
Dave Price: Siliceous sericite-pyrite brecciated vein hosted in a ~600 m in diameter clay-alunite cap
Castle Mountain: Skarn mineralization with anomalousgold, silver and lead in rock samples.
Pau: Anomalous Au-Ag bearing veins, breccias, and silicified zones
Silver Reef: Anomalous Au-Ag quartz vein stockwork

The transaction with Talisker is subject to certain conditions including TDG Gold achieving a public listing on a Canadian stock exchange and total minimum capital raises of $5,000,000. In addition, Talisker will receive a minimum of 30.12% of the Resulting Issuer Shares (as defined below) on a fully diluted basis at listing and will have an Investor Rights Agreement allowing them, amongst other things, representation on the TDG Gold Board of Directors whilst their ownership remains greater than 10% of TDG Gold's issued and outstanding shares.

Oxide Peak

In December 2019, TDG Gold signed an earn-in agreement with Arcwest Exploration Inc. ("Arcwest") to acquire up to an 80% interest in its Oxide Peak exploration project ("Oxide Peak"). Oxide Peak is an 8,437 hectare exploration stage property situated in the northern part of the Toodoggone gold-copper district in British Columbia. Oxide Peak contains multiple undrilled zones of copper-gold mineralization that have yet to undergo systematic mapping and geophysical surveys, in addition to zones of strong gold-in-stream sediment anomalies that have yet to be traced to source.

TDG Gold may earn up to a 60% interest in Oxide Peak subject to the satisfaction of certain conditions including incurring minimum exploration expenditures of $2,400,000 over a threeyear period. TDG Gold's first year exploration expenditure is $400,000 which is fully funded and the fieldwork component of the program is on schedule to be completed by the end of September 2020 (timing may be impacted by the continued spread of COVID-19).

If TDG Gold completes the 60% earn-in, it may earn an additional 20% interest (80% ownership in total) by completing a preliminary economic assessment. From that point, TDG Gold and Arcwest will form a joint venture in which each party will proportionately finance or dilute. Should TDG Gold's or Arcwest's interest be diluted to less than 10%, then that interest will convert to a 2% net smelter return royalty, of which 1% of the royalty can be bought back for a $2,000,000 cash payment.

Active Community Engagement

TDG Gold is proud to have the opportunity to undertake mineral exploration in the traditional territories of the Tahltan, Kwadatcha, Tsay Keh Dene and Takla First Nations. TDG Gold views itself as a co-steward of the land and is engaging in early, active and respectful dialogue with representatives of each community. In June 2020, TDG Gold commissioned Falkirk Environmental Consulting Ltd. to facilitate its engagement with Indigenous communities and also in June 2020, TDG Gold signed a communications agreement with the Tahltan Nation.

Capital Structure of TDG Gold

TDG Gold currently has 35,560,897 TDG Gold Shares outstanding and has no options, warrants or other classes of securities outstanding. It is expected that immediately prior to closing of the Transaction, there will be approximately 74,088,942 TDG Gold Shares issued and outstanding.

Summary of the Transaction

It is currently anticipated that Kismet will acquire TDG Gold by way of a three-corner amalgamation, share exchange, plan of arrangement or other similar form of transaction as agreed by the parties to ultimately form the resulting issuer (the "Resulting Issuer"). The final structure of the Transaction is subject to the receipt of tax, corporate and securities law advice for both Kismet and TDG Gold. Upon completion of the Transaction, the Resulting Issuer will carry on the business of TDG Gold.

Pursuant to the Transaction, holders of issued and outstanding TDG Gold Shares will receive 0.6667 (two thirds) KismetShares (the "Pre-Consolidation Shares") for each TDG GoldShare (the "Exchange Ratio") held by them.

As a condition to closing the Transaction, concurrently with, or immediately prior to the closing of the Transaction, Kismet will undertake a share consolidation (the "Consolidation"). The Consolidation will occur on the basis of one (1) post-Consolidation Kismet Share ("Kismet Consolidated Shares") for every two (2) Pre-Consolidation Kismet Shares. Upon completion of the Transaction, approximately 60 million KismetConsolidated Shares will be issued and outstanding and will represent all of the issued and outstanding common shares (the "Resulting Issuer Shares") of the Resulting Issuer.

It is expected that Kismet will effect a name change to "TDG Gold Corp." (the "Name Change") upon the completion of the Transaction.

Upon completion of the Transaction, it is expected that the former shareholders of TDG Gold will hold approximately 40.96% of the Resulting Issuer Shares, Talisker will own approximately 33.6% of the Resulting Issuer Shares, the placees of the Concurrent Equity Offering (as defined below) will own approximately 22.12% of the Resulting Issuer Shares and that the former shareholders of Kismet will hold approximately 3.32% of the Resulting Issuer Shares, all on an undiluted basis. The foregoing percentage interests in the outstanding Resulting Issuer Shares are an estimate only, based on management's current expectations, and are contingent on a number of factors, including the final pricing and size of the Concurrent Equity Offering.

Closing of the Transaction will be subject to a number of conditions precedent, including, without limitation:

a)

completion of the Asset Acquisition by TDG Gold pursuant to the terms of the Asset Purchase Agreement immediately
prior to the closing of the Transaction;

b)

completion of the Concurrent Equity Offering;

c)

TSXV acceptance of the Transaction as the Qualifying Transaction of Kismet;

d)

the Resulting Issuer meeting the initial listing requirements as a Tier 2 issuer under the rules and policies of the TSXV;

e)

completion by the Resulting Issuer of the Consolidation on the Closing Date;

f)

completion of mutual satisfactory due diligence investigations of TDG Gold and Kismet;

g)

approval of the Transaction by the boards of directors of TDG Gold and Kismet;

h)

execution of a definitive agreement effecting the Transaction;

i)

receipt of all regulatory approvals with respect to the Transaction and the listing of the Resulting Issuer Shares on the
TSXV; and

j)

approval of the Transaction by TDG Gold shareholders.

 
 

It is anticipated that the Resulting Issuer will qualify as a Tier 2 Mining Issuer pursuant to the requirements of the TSXV.

The Transaction is not a Non-Arm's Length Qualifying Transaction (as such term is defined in the policies of the TSXV) and consequently the Transaction will not be subject to approval by Kismet's shareholders. However, Kismet does plan to hold an annual general and special meeting of shareholders whereat, among other things, the shareholders of Kismet will be asked to approve certain matters including but not limited to the appointment of a new slate of directors.

Concurrent Equity Offering

As per the LOI, it is anticipated that prior to or concurrently with the closing of the Transaction, Kismet or TDG Gold, as the case may be, will complete a private placement (the "Concurrent Equity Offering") of units (each, a "Unit"), at a price per Unit to be determined in the context of the market, to raise gross proceeds of not less than $4,000,000.

Board of Directors and Management of the Resulting Issuer

It is proposed that the board of directors of the Resulting Issuer shall consist of five directors, including Evandra Nakano, CEO and director of Kismet, and four nominees of TDG Gold. Management of the Resulting Issuer shall be confirmed in due course.

Sponsorship for Qualifying Transaction

Sponsorship of a Qualifying Transaction of a capital pool company is required by the TSXV, unless exempt in accordance with TSXV policies. The Corporation intends to apply for an exemption from sponsorship in connection with the Qualifying Transaction in accordance with TSXV Policy 2.2.

Filing Statement

In connection with the Transaction and pursuant to the requirements of the TSXV, Kismet will file on SEDAR (www.sedar.com) a filing statement (or an information circular in the event that the Transaction requires approval by the shareholders of Kismet) which will contain details regarding the Transaction, Kismet, TDG Gold and the Resulting Issuer.

Further information

Kismet intends to issue a subsequent press release in accordance with the policies of the TSXV providing further details in respect of the Transaction, including information relating to the transaction structure and descriptions of the proposed directors and Insiders (as such term is defined in the policies of the TSXV) of the Resulting Issuer, as well as the Concurrent Equity Offering. In addition, a summary of TDG Gold's financial information will be included in a subsequent news release.

Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable pursuant to TSXV Requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information release or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this press release.

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.

This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

Qualified Person

David Hladky, P.Geo., a qualified person as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects and Director of Kismet Resources Corp., has reviewed and approved the scientific and technical disclosure in this press release.

Cautionary Statement Regarding Forward-Looking Information

This news release contains certain forward-looking statements, including statements relating to the Transaction and certain terms and conditions thereof, the ability of the parties to complete the Transaction, the Consolidation, the Exchange Ratio, the Name Change, the Resulting Issuer's ability to qualify as a Tier 2 Mining issuer, the TSXV sponsorship requirements, the finding of a sponsor, shareholder, director and regulatory approvals, completion of the Concurrent Equity Offering, TDG Gold's acquisition of an interest in Oxide Peak, the completion of the Asset Acquisition by TDG Gold, future press releases and disclosure, and other statements that are not historical facts. Wherever possible, words such as "may", "will", "should", "could", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict" or "potential" or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect management's current beliefs and are based on information currently available to management as at the date hereof.

Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These risks and uncertainties include, but are not limited to geological risks, risks associated with the effects of COVID-19, the financial markets generally, the results of the due diligence investigations to be conducted in connection with the Transaction, the ability of the Corporation to complete the Transaction or obtain requisite TSX-V acceptance and, if applicable, shareholder approvals. As a result, the Corporation cannot guarantee that the Transaction will be completed on the terms described herein or at all. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, the Corporation cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and the Corporation assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.

For further information: TDG Gold Corp., Dan O'Brien, Chief Financial Officer, (604) 536-2711 Ext 5, dan@gocs.ca; Kismet Resources Corp., Evandra Nakano, Chief Executive Officer & Director, (604) 220-4691

SOURCE: Kismet Resources Corp.

ReleaseID: 599516

ESSA Bancorp, Inc. Announces Fiscal 2020 Third Quarter, Nine Months Ended June 30, 2020 Financial Results and Operational Update

STROUDSBURG, PA / ACCESSWIRE / July 29, 2020 / ESSA Bancorp, Inc. (the "Company") (NASDAQ:ESSA), the holding company for ESSA Bank & Trust (the "Bank"), a $2.0 billion asset financial institution providing full service commercial and retail banking, financial, and investment services in eastern Pennsylvania, today announced financial results for the three and nine months ended June 30, 2020.

Net income was $3.8 million, or $0.37 per diluted share, for the three months ended June 30, 2020, compared with $3.0 million, or $0.29 per diluted share, for the three months ended June 30, 2019. Net income was $10.6 million, or $1.02 per diluted share, for the nine months ended June 30, 2020, compared with $8.9 million, or $0.83 per diluted share, for the nine months ended June 30, 2019.

Gary S. Olson, President and CEO, commented: "The Company's third quarter financial performance, which included the highest quarterly net income in our Company's history, provided a considerable amount of positive news on many fronts, particularly in the face of challenges and fast-changing scenarios related to Covid-19 and economic conditions.

"Thanks to the diligent efforts and exceptional dedication of the entire ESSA team, supported by the Company's technological capabilities, we have maintained smooth operations and high levels of client service as employees work remotely and with appropriately restricted physical interaction with each other and with clients. We continue to respond to the health crisis with ongoing remote operations and physical restrictions at our facilities.

"A concerted effort by our employees made the Payroll Protection Program (PPP) implementation a success for the Company and customers. With 637 loans for $75.6 million originated through June 30, 2020, we were able to provide relief for small business existing and new customers alike. We helped a number of new customers secure PPP loans, including many who were having difficulties working with other banks. We are working diligently to secure long-term business from these customers.

"We are maintaining strong capital, liquidity and credit quality, risks that we focused on since the outset of the crisis, to ensure we can respond to changing economic and health scenarios. We maintained a strong cash position and were able to improve our liability structure by repricing a significant amount of borrowings at a lower cost.

"We are diligently monitoring credit quality across our entire loan portfolio, particularly with borrowers requesting payment relief, which have amounted to approximately 12.4% of our total loans outstanding at June 30, 2020, including $144.6 million in commercial real estate, $5.5 million in commercial, $27.8 million in mortgage and $687,000 in indirect auto. Requests for payment relief declined sharply in June which we view as encouraging. We believe that being armed with detailed, real-time credit and risk information enables us to be pro-active in working with clients to meet any challenges they may face.

"A focus on efficient, responsive operations has enabled ESSA to effectively meet economic challenges, provide support for our customers, and preserve value for our shareholders. Based on its financial performance the Company has built shareholder value and continues paying a cash dividend. The Company's Board of Directors has provided consistent support as we navigate challenging and changing conditions. We are confident ESSA's financial strength and commitment to meeting client needs will support strong ongoing operations."

SELECTED FINANCIAL HIGHLIGHTS

For both the year to date and quarterly periods ended June 30, 2020, declining interest rates, an increase in balance sheet liquidity and the origination of lower yielding PPP loans resulted in downward pressure on the Company's margins. At the same time, the Company was able to increase its noninterest income and reduce its operating expenses.
Net interest income after provision for loan losses was $33.6 million for the first nine months of 2020, up from $33.5 million for the same period a year earlier, primarily reflecting lower interest expense, offset in part by lower interest income. In the fiscal third quarter of 2020, net interest income after provision for loan losses was $10.9 million compared with $11.3 million for the prior year's quarter, primarily reflecting the trends noted above and an increased loan loss provision to appropriately reflect economic conditions.
Total interest expense in the nine months and three months ended June 30, 2020 declined sharply compared with the prior year's periods, reflecting lower retail and wholesale cost of funds, offset in part by growth of retail deposits and wholesale borrowings.
Noninterest income was $2.9 million in the fiscal third quarter of 2020 compared with $1.9 million a year earlier, primarily reflecting loan swap fees and gain on sale of residential mortgages to the secondary market, partially offset by lower service fees on deposit accounts as the Company provided short term relief to deposit customers. Noninterest income in the first nine months of fiscal 2020 also reflected year-over-year growth in fees from ESSA's trust and investment services.
Total net loans at June 30, 2020 were $1.42 billion compared with $1.33 billion at September 30, 2019, primarily reflecting growth in residential and commercial loans, which was partially offset by a decline in indirect auto loan balances of $33.1 million. Commercial loans included the addition of $75.6 million of PPP loans in the fiscal third quarter of 2020.
The Company in the third quarter of 2020 processed and closed approximately 637 government guaranteed Payroll Protection Plan loans, totaling $75.6 million at June 30, 2020. Most of these loans, focused on assisting small businesses, were for amounts less than $150,000.
The Company maintained its focus on credit quality and increased its loan loss provision based on current economic conditions. Nonperforming assets were 1.02% of total assets at June 30, 2020, compared with 0.57% of total assets, at September 30, 2019 and 1.06% of total assets, at June 30, 2019. The allowance for loan losses was 1.00% of loans outstanding at June 30, 2020, compared with 0.94% at September 30, 2019 and 0.94% at June 30, 2019. The increase in nonperforming loans was due primarily to the addition of two commercial real estate loans totaling $9.3 million. These loans are well collateralized and carry personal guarantees.
Core deposits (demand accounts, savings and money market) comprised 66% of total deposits at June 30, 2020, primarily reflecting commercial customer deposits of PPP and incentive funds. Total deposits grew by $142.0 million from September 30, 2019 through June 30, 2020.
Assets increased to $2.01 billion at June 30, 2020 from $1.80 billion at September 30, 2019, primarily reflecting increased cash and cash equivalents and total net loans.
Focusing on maintaining strong liquidity, the Company held $170.8 million in cash and cash equivalents at June 30, 2020, a $118.6 million increase from September 30, 2019 as a result of balance sheet adjustments made to mitigate potential risks.
The Bank continued to demonstrate financial strength with a Tier 1 leverage ratio of 8.73% at June 30, 2020, exceeding regulatory standards for a well-capitalized institution.
Total stockholders' equity increased to $193.7 million at June 30, 2020 compared with $189.5 million at September 30, 2019.
Tangible book value per share at June 30, 2020 was $16.33, compared with $15.43 at September 30, 2019.
The Company paid a cash dividend of $0.11 per share on June 30, 2020.

Fiscal Third Quarter, Nine Months 2020 Income Statement Review

Total interest income was $15.9 million for the three months ended June 30, 2020, down from $17.0 million for the three months ended June 30, 2019 reflecting a decline in interest rates and, therefore, a decrease in the total yield on average interest earning assets from 3.97% for the quarter ended June 30, 2019 to 3.36% for the quarter ended June 30, 2020. The decline in rates was partially offset by growth of $178.4 million in average interest earning assets. Interest expense was $3.7 million for the quarter ended June 30, 2020 compared to $5.3 million for the same period in 2019. A decline in the cost of funds from 1.48% for the 2019 period to 0.94% for the 2020 period was offset, in part, by growth of $118.5 million in average interest-bearing liabilities.

Total interest income was $48.7 million for the nine months ended June 30, 2020, down from $51.0 million for the nine months ended June 30, 2019. Interest expense was $13.0 million for the nine months ended June 30, 2020 compared to $15.7 million for the same period in 2019. A decline in the total yield on average interest earning assets from 3.94% for the year to date period ended June 30, 2019 to 3.67% for the same period in 2020 was offset, in part, by growth of $36.4 million in average interest earning assets. A decline in the cost of funds from 1.43% for the 2019 period to 1.18% for the 2020 period along with a decline of $7.5 million in average interest-bearing liabilities was the primary reason for the decrease in interest expense.

Net interest income was $12.2 million for the three months ended June 30, 2020 compared to $11.7 million for the three months ended June 30, 2019. The net interest margin for the third quarter of fiscal 2020 was 2.58%, compared with 2.74% for the third quarter of fiscal 2019. The net interest rate spread was 2.42% for the third quarter of fiscal 2020, compared with 2.49% for the fiscal third quarter of 2019. The margin and spread for the quarter ended March 31, 2020 were 2.76% and 2.53%, respectively.

For the nine months ended June 30, 2020, net interest income was $35.8 million compared with $35.3 million for the nine months ended June 30, 2019. The net interest margin for the nine months of fiscal 2020 was 2.69% compared with 2.72% for the nine months of fiscal 2019.

The net interest rate spread was 2.49% for the nine months of fiscal 2020, compared with 2.51% for the nine months of fiscal 2019. Net interest income after provision for loan losses in the three and nine months of fiscal 2020 reflected a higher provision for loan losses in response to deteriorating economic conditions. The Company's provision for loan losses was $1.3 million for the three months ended June 30, 2020, compared with $400,000 for the three months ended June 30, 2019. The Company's provision for loan losses was $2.2 million for the nine months ended June 30, 2020, compared with $1.9 million for the nine months ended June 30, 2019.

Noninterest income increased $1.0 million or 54.8% to $2.9 million for the three months ended June 30, 2020, compared with $1.9 million for the three months ended June 30, 2019. Loan swap fees were $627,000 in fiscal third quarter 2020 compared to no similar fees in fiscal third quarter 2019. Noninterest income in the fiscal third quarter of 2020 also included approximately $647,000 in gains on sales of residential mortgages, primarily 30- year fixed rate loans. Service fees on deposit accounts were lower than prior quarters as the Bank, beginning the end of March 2020, waived various retail deposit fees for 60 days to aid customers who may be experiencing financial challenges related to the pandemic.

For the nine months ended June 30, 2020, noninterest income was $8.0 million compared with $6.1 million for the nine months ended June 30, 2019. Loan swap fees were $1.2 million for the nine months ended June 30, 2020, compared to no similar fees in the comparable period in 2019. Gains on the sale of loans and investments and fee income from trust and investments also contributed to increased noninterest income.

Noninterest expense was $9.1 million for the three months ended June 30, 2020 compared with $9.5 million for the comparable period a year earlier. Noninterest expense was $28.7 million for the nine months ended June 30, 2020 compared with $28.9 million for the comparable period a year earlier.

Balance Sheet, Asset Quality and Capital Adequacy Review

Total assets increased $209.7 million to $2.01 billion at June 30, 2020, from $1.80 billion at September 30, 2019, primarily due to increases in cash and cash equivalents and loans receivable, offset in part by a decline in investment securities available for sale.

Cash and cash equivalents increased $118.6 million during the first nine months of fiscal 2020 as a result of the previously discussed pandemic-oriented balance sheet adjustments made to grow cash to mitigate potential liquidity risks. At June 30, 2020 cash and cash equivalents were $170.8 million compared with $52.2 million at September 30, 2019. The Company built the majority of its cash position in the fiscal second quarter of 2020 through increased borrowings and has maintained that position.

Total net loans increased to $1.42 billion at June 30, 2020 from $1.33 billion at September 30, 2019, reflecting growth in residential mortgages, construction loans and both commercial real estate and commercial and industrial loans. Residential real estate loans were $605.3 million at June 30, 2020, up $7.8 million from September 30, 2019. The Company sold $19.1 million in residential mortgage loans to the Federal Home Loan Bank of Pittsburgh during the fiscal year. Indirect auto loans declined $33.1 million to $48.9 million at June 30, 2020 from $82.0 million at September 30, 2019, reflecting expected runoff of the portfolio following the Company's previously announced discontinuation of indirect auto lending in July 2018.

Commercial real estate loans were $508.1 million at June 30, 2020, up from $480.6 million at September 30, 2019. Commercial loans (primarily commercial and industrial) increased to $142.56 million at June 30, 2020 from $55.6 million at September 30, 2019 due primarily to PPP loans of $75.6 million.

Total deposits were $1.48 billion at June 30, 2020 compared with $1.34 billion at September 30, 2019 and were up 11.5% from $1.33 billion at June 30, 2019. Core deposits (demand accounts, savings and money market) were $984.7 million, or 66.3% of total deposits, at June 30, 2020 compared to $837.1 million, or 62.9% of total deposits, at June 30, 2019. Noninterest bearing demand accounts exhibited strong year-over-year growth, increasing 33.7% to $235.8 million, interest bearing demand accounts grew 30.8% to $238.4 million and money market accounts grew 2.8% to $351.5 million. Total borrowings increased $41.3 million to $289.5 million at June 30, 2020 from $248.3 million at September 30, 2019 as the Company borrowed additional funds from the FHLB Pittsburgh to increase cash reserves.

Nonperforming assets totaled $20.5 million, or 1.02% of total assets, at June 30, 2020, up from $10.3 million, or 0.57% of total assets, at September 30, 2019 and $19.1 million or 1.06% of total assets, at June 30, 2019. The allowance for loan losses was $14.3 million, or 1.00% of loans outstanding, at June 30, 2020, $12.6 million, or 0.94% of loans outstanding at September 30, 2019 and $12.6 million, or 0.94% of loans outstanding at June 30, 2019, primarily reflecting prudent reserving to match commercial loan growth, overall loan credit quality and decreasing charge-off trends. The primary reason for the increase in nonperforming assets at June 30, 2020 as compared to September 30, 2019 was the addition of two nonperforming commercial real estate loans totaling $9.3 million. These loans are well collateralized and carry personal guarantees.

For the three months ended June 30, 2020, the Company's return on average assets and return on average equity were 0.76% and 7.76%, compared with 0.67% and 6.59%, respectively, in the comparable period of fiscal 2019. For the nine months ended June 30, 2020, the Company's return on average assets and return on average equity were 0.76% and 7.31%, compared with 0.65% and 6.48%, respectively, in the comparable period of fiscal 2019.

The Bank continued to demonstrate financial strength with a Tier 1 leverage ratio of 8.73% at June 30, 2020, exceeding regulatory standards for a well-capitalized institution.

Total stockholders' equity increased $4.2 million to $193.74 million at June 30, 2020, from $189.5 million at September 30, 2019, primarily reflecting increases from net income and comprehensive income which were offset in part by dividends paid to shareholders and changes in treasury stock. Tangible book value per share at June 30, 2020 was $16.33, compared with $15.43 at September 30, 2019.

About the Company: ESSA Bancorp, Inc. is the holding company for its wholly owned subsidiary, ESSA Bank & Trust, which was formed in 1916. Headquartered in Stroudsburg, Pennsylvania, the Company has total assets of $2.0 billion and has 22 community offices throughout the Greater Pocono, Lehigh Valley, Scranton/Wilkes-Barre, and suburban Philadelphia areas. ESSA Bank & Trust offers a full range of commercial and retail financial services, asset management and trust services, investment services through Ameriprise Financial Institutions Group and insurance benefit services through ESSA Advisory Services, LLC. ESSA Bancorp Inc. stock trades on the NASDAQ Global Market (SM) under the symbol "ESSA."

Forward-Looking Statements

Certain statements contained herein are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as "may," "will," "believe," "expect," "estimate," "anticipate," "continue," or similar terms or variations on those terms, or the negative of those terms. Forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including compliance costs and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity, and the Risk Factors disclosed in our annual and quarterly reports. In addition, the COVID-19 pandemic continues to have an adverse impact on the Company, its customers and the communities it serves. The adverse effect of the COVID-19 pandemic on the Company, its customers and the communities where it operates will continue to adversely affect the Company's business, results of operations and financial condition for an indefinite period of time.

The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

FINANCIAL TABLES FOLLOW

 

Contact:

Gary S. Olson, President & CEO
Corporate Office: 200 Palmer Street Stroudsburg, Pennsylvania 18360
Telephone: (570) 421-0531

SOURCE: ESSA Bancorp, Inc.

ReleaseID: 599498

Mawson Funded to Drill Gold and Silver Targets in Mt Isa, Queensland, Australia

VANCOUVER, BC / ACCESSWIRE / July 29, 2020 / Mawson Resources Limited ("Mawson") or (the "Company") (TSX:MAW)(Frankfurt:MXR)(PINKSHEETS:MWSNF) is pleased to announce that Mawson is among 24 companies to receive Queensland State Government support for exploration focused on new economy minerals including silver, copper and gold, aimed to increase exploration and to drive future resource jobs in Australia.

Highlights:

Mawson will receive $200,000 funding under Collaborative Exploration Initiative (CEI) to fund deep drilling for silver, copper and gold near the world-class silver-lead Cannington mine;

The Mt Isa area is one of the most metal-endowed areas of the world, and contains 5% of the world's silver resources, 1.7% of the world's copper resources, 21.2% of the world's lead resources and 11% of the world's zinc resources, within numerous world-class mines. Most of these mines were discovered within outcrop or subcrop areas.

The Mt Isa block extends to the south almost as far under 100-500 metres of cover as it extends on the surface for a combined total of 600 kilometres. The gravity target which Mawson will drill test ("F11") is part of Mawson's Mt Isa SE project that encompasses a new search space along the eastern margin of the Mt Isa block;

While the Company remains focussed in Finland and Victoria for gold, over the last 3 years Mawson's strategy has been to acquire district-scale areas undercover and along strike from large mines. The Company has built a significant position of 483 square kilometres of granted exploration licences in the Cloncurry district of Mt Isa, over a combined 60 kilometres of strike, and is surrounded by South32 Ltd and Sandfire Resources Ltd (Figure 1);

The F11 target is strike-parallel to South32 Ltd's Cannington silver-lead mine, the ninth largest silver producer in the world with 12.3 Moz produced in 2019. At its prime in the early 2000s Cannington was the world's largest single silver producer, and represented about 6% of the world's primary silver production. Deposit styles sought at F11 include both Cannington silver-zinc (Broken-Hill type) and iron-oxide copper-gold (IOCG);

The Queensland grant will fund a single wildcat drill hole to test a coherent and large multi-point residual 1.5 mgal gravity undrilled anomaly ("F11") with an offset magnetic high. The anomaly has a shallow peak of 400 metres depth and average depth of 600-700 metres. Depth of cover is estimated to be less than 300 metres (Figures 2 and 3).

Mr. Hudson, Chairman and CEO, states, "We are thrilled and thankful to the Queensland Government that Mawson has been recognized for its quiet hunt for silver and copper/gold resources in the prolific Mt Isa region of Australia. The Company has now been funded to drill our best target in the Mt Isa area, located 50 kilometres south-southeast from the silver-lead Cannington mine, which provides a tremendous opportunity in true "elephant" country. Shareholders can now anticipate results from drill programs from three prospective global precious-metal terrains during the remainder of the year."

The Queensland Government considers exploration critical to keep up with the soaring global demand for tech minerals, creating these grants to put the State resource industry on the front foot. Mawson is among 24 companies to receive State Government funding and is thankful for the support and recognition of our work completed to date. Round 4 of the program was provided under the New Economy Minerals Initiative (NEMI).

During 2019, Mawson was successful in receiving co-funding from the Queensland Government Round 2 CEI. This funding enabled Mawson to complete a 936 station, 1 kilometre spaced ground gravity survey and a 4,750 line-kilometre, 200 metre line-spaced aeromagnetic survey across an 80 kilometre long target area in the Mt Isa region. A direct result of the co-funded CEI Round 2 work was the delineation of a number of gravity/magnetic targets which included the definition of the first priority F11 target. Subsequent geophysical modelling and 3D inversion has permitted precise drill targeting of F11. A simple profile model of F11 indicates a complex set of four bodies sourcing the anomaly. The principal anomaly source may have a shallow peak at 400 metres, with most of the body being at a depth to top of 600 to 700 metres.

The F11 gravity target is structurally well positioned. It is located 2.5 kilometres and lateral to the interpreted trace of the Cloncurry Fault, a significant regional fault with many splays evident in the seismic line interpretations. South32 Ltd's Cannington silver-lead mine is proximal to the same fault zone. Additionally, F11 is located at the southeastern tip of a regional gravity feature, suggesting a spatial association with a second order structure parallel to the Cloncurry Fault (Figures 2 and 3).

The Mt Isa area contains 5% of the world's silver resources, 1.7% of the world's copper resources, 21.2% of the world's lead resources and 11% of the world's zinc resources within numerous world-class mines. Most of these mines were discovered within outcrop or subcrop areas. The Mt Isa block extends to the south almost as far under 100-500 metres of cover as it extends on the surface. Mawson's strategy has been to acquire undercover areas within prospective host sequences in data poor environments. The deposit styles targeted are iron-oxide copper gold (IOCG) deposit or Cannington silver-zinc (Broken-Hill type). Copper, gold, zinc and silver are all considered "New Economy Minerals" and are vital contributors to a clean, electrified and low carbon new economy. The total resource at Cannington in May 2007 (Bailey, 1998) comprised 43.8 Mt @ 538 g/t silver, 11.6% lead, 4.4% zinc for 758Moz of silver.

In the late 1980s and early 1990s, widespread use of geophysical techniques and drilling persistence led to the discovery of a number of major deposits under cover in the Mt Isa region, such as Cannington (about 60 metres deep), Century (40 metres) and the iron oxide-copper-gold type Ernest Henry deposit (40 metres). Since that time, grassroots exploration worldwide has decreased, while the search space depth, driven by technology and increasing exploration maturity has increased. Following the discovery of Cannington in 1990 the area immediately west of Mawson's tenure area was subject to multiple drilling campaigns as well as ground and airborne geophysical surveys. However, drilling is sparse where cover depths exceed 200-300 metres.

Technical and Environmental Background

Nick Cook, President for the Company, is a qualified person as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects and has prepared or reviewed the preparation of the scientific and technical information in this press release.

About Mawson Resources Limited (TSX:MAW, FRANKFURT:MXR, PINKSHEETS:MWSNF)

Mawson Resources Limited is an exploration and development company. Mawson has distinguished itself as a leading exploration company with a focus on the flagship Rajapalot gold-cobalt project in Finland and its Victorian gold properties in Australia.

On behalf of the Board,

"Michael Hudson"
Michael Hudson, Chairman & CEO

Further Information
www.mawsonresources.com
1305 – 1090 West Georgia St., Vancouver, BC, V6E 3V7
Mariana Bermudez (Canada), Corporate Secretary, +1 (604) 685 9316, info@mawsonresources.com

Forward-Looking Statement

This news release contains forward-looking statements or forward-looking information within the meaning of applicable securities laws (collectively, "forward-looking statements"). All statements herein, other than statements of historical fact, are forward-looking statements. Although Mawson believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate, and similar expressions, or are those, which, by their nature, refer to future events. Mawson cautions investors that any forward-looking statements are not guarantees of future results or performance, and that actual results may differ materially from those in forward-looking statements as a result of various factors, including, but not limited to, capital and other costs varying significantly from estimates, changes in world metal markets, changes in equity markets, the potential impact of epidemics, pandemics or other public health crises, including the current outbreak of the novel coronavirus known as COVID-19 on the Company's business, planned drill programs and results varying from expectations, delays in obtaining results, equipment failure, unexpected geological conditions, local community relations, dealings with non-governmental organizations, delays in operations due to permit grants, environmental and safety risks, and other risks and uncertainties disclosed under the heading "Risk Factors" in Mawson's most recent Annual Information Form filed on www.sedar.com. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, Mawson disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.

Figure 1: Map of the Mt Isa SE project showing exploration permits, competitors, outcropping areas, gravity structures and the F11 drill target. (to include inset map of Mt Isa)

Figure 2: 3D inversion of F11 gravity anomaly looking northeast. Vertical depth from surface to central gravity peak is ~400 m.

Figure 3: F11 gravity contours overlain on magnetic imagery (1-3) and Hinman (2018) lithostructural interpretation (4).

SOURCE: Mawson Resources Limited

ReleaseID: 599490

Air T, Inc. Moves 2020 Annual Meeting of Stockholders to Virtual-Only Format

DENVER, NC / ACCESSWIRE / July 29, 2020 / Air T, Inc. (NASDAQ:AIRT) ("Air T") announced today that the place of the Company's 2020 Annual Meeting of Stockholders (the "Annual Meeting") has been changed. As previously announced, the Annual Meeting will be held on Wednesday, August 12, 2020 at 8:30 AM, Central Time. In light of public health concerns regarding the COVID-19 outbreak, the Annual Meeting will be held in a virtual meeting format only. Stockholders will not be able to physically attend the Annual Meeting, and no directors or members of management will be physically in attendance.

As described in the Company's proxy statement, you are entitled to attend and vote at the Annual Meeting if you were a stockholder of record as of the close of business on July 6, 2020 or hold a legal proxy for the meeting provided by your bank, broker, or nominee. To be admitted to the Annual Meeting go to ­­­­https://www.issuerdirect.com/virtual-event/airt and follow the registration instructions for the meeting. You are encouraged to access the meeting prior to the start time and allow ample time to log into the meeting and test your computer system.

You may vote and submit questions during the Annual Meeting by following the instructions available on the meeting website. In addition, you may submit questions prior to the meeting by going to slido.com and entering the event code #AIRTQA or following this link: https://app.sli.do/event/j8drfixw. You may also upvote questions that have already been submitted by clicking the thumbs up icon next to your favorite questions. By upvoting questions, you ensure that those questions move to the top of the list and are more likely to be answered by Air T, Inc. leadership.

Whether or not you plan to attend the Annual Meeting, we encourage you to vote in advance by mail, telephone or the internet as described in the proxy materials for the Annual Meeting. The proxy card previously sent to you may continue to be used to vote your shares in connection with the Annual Meeting.

ABOUT AIR T, INC.
Established in 1980, Air T Inc. is an industrious American company with a networked portfolio of businesses, each of which is independent yet interrelated. We seek to identify and empower individuals and teams who will operate businesses well, increasing value over time. We believe we can apply corporate resources to help activate growth and overcome challenges. We seek to build a valuable enterprise over the long-term.

Our core segments are commercial aircraft asset management; aviation ground support equipment manufacturing; and overnight air cargo. For more information, visit www.airt.net.

Additional Information Regarding Air T, Inc's Annual Meeting of Shareholders to be Held on August 12, 2020
Air T, Inc. issued the following press release on July 29, 2020, which relates to its proxy statement filed July 20, 2020, and furnished to its shareholders in connection with the solicitation of proxies for use at the 2020 Annual Meeting of Shareholders scheduled for August 12, 2020 at 8:30 AM Central Time.

Please note that no changes have been made to the body of the Proxy Statement.

This Supplement should be read in conjunction with the Proxy Statement.

CONTACT
Air T, Inc.
Brian Ochocki, CFO
bochocki@airt.net
612-843-4302

SOURCE: Air T, Inc.

ReleaseID: 599522

Plaintree Systems Inc. to Postpone Filing of Annual 2020 and Q1 2021 Financial Statements And MD&A Due to COVID-19 Related Delays

ARNPRIOR, ON / ACCESSWIRE / July 29, 2020 / Plaintree Systems Inc. (CSE:NPT) ("Plaintree" or the "Company") announces that due to challenges related to the COVID-19 pandemic, it will be postponing its reporting of the Company's audited financial statements, accompanying management's discussion and analysis, and related CEO and CFO certifications for the year ended March 31, 2020 (the "Annual Filings"), required to be filed by July 29, 2020 pursuant to National Instrument 51-102 – Continuous Disclosure Obligations ("NI 51-102"). The Company will also be postponing the reporting of its interim financial statements and accompanying management's discussion and analysis for the three (3) month period ending June 30, 2020 (the "Interim Filings"), that is required to be filed by August 29, 2020 pursuant to NI 51-102. This news release is being issued pursuant to the temporary relief of a 45-day extension provided by the Canadian Securities Administrators and Ontario Instrument 51-505 – Temporary Exemption from Certain Corporate Finance Requirements with Deadlines during the Period from June 2, to August 31, 2020.

Plaintree expects to file its Annual Filings by September 12, 2020 and its Interim Filings by October 13, 2020.

Until such time as the Annual Filings and Interim Filings are filed on SEDAR, the Company will observe a trading blackout consistent with the principles contained in National Policy 11-207 – Failure-to-File Cease Orders and Revocations in Multiple Jurisdictions.

The Company confirms that there have been no material business developments that have occurred since the filing of its interim financial statements and management's discussion and analysis for the three (3) and nine (9) months ended December 31, 2019 on February 28, 2020.

About Plaintree

Plaintree has two diversified product lines consisting of Specialty Structures and Electronics.

The Specialty Structures Division includes the former Triodetic Group with over 40 years of experience, is a design/build manufacturer of steel, aluminum and stainless steel specialty structures such as commercial domes, foundations for unstable soil conditions and flood zones, for free form structures, barrel vaults, space frames and industrial dome coverings and Spotton Corporation, a design and manufacturer of high end custom hydraulic and pneumatic valves and cylinders.

The Electronics Division includes the legacy Hypernetics and Summit Aerospace USA Inc. businesses. Hypernetics was established in 1972 and is a manufacturer of avionic components for various applications including aircraft antiskid braking, aircraft instrument indicators, solenoids, high purity valves and permanent magnet alternators. Summit Aerospace USA Inc. provides high precision machining to the aerospace and defense markets. Our facility includes 5 axis CNC precision machining of complex castings and large ring parts such as turbine and assembly shrouds as well as assembly & pressure seals. Summit will support requirements from concept, prototype and throughout production.

Plaintree's shares are traded under the symbol "NPT". Shareholders and Investors can access Company information on CSE's website and receive full Company disclosure monthly. For more information on Plaintree or to receive stock quotes, complete with trading summaries, bid size and ask price, brokerage house participation, insider reports, news releases, disclosure information, and CSE and SEDAR filings, visit the CSE website at www.cnsx.ca or the Company's website at www.plaintree.com.

Plaintree is publicly traded in Canada on the CSE (NPT) with 12,925,253 common shares and 18,325 class A preferred shares outstanding.

This press release may include statements that are forward-looking and based on current expectations. The actual results of the company may differ materially from current expectations. The business of the company is subject to many risks and uncertainties, including changes in markets for the company's products, delays in product development and introduction to manufacturing and intense competition. For a more detailed discussion of the risks and uncertainties related to the company's business, please refer to documents filed by the company with the Canadian regulatory authorities, including the annual report of the Company for the fiscal year ended March 31, 2019 and related management discussion and analysis.

Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

For further information: Lynn Saunders, CFO (613) 623-3434 x2223

SOURCE: Plaintree Systems Inc.

ReleaseID: 599515

Blonder Tongue Schedules Conference Call to Discuss Second Quarter 2020 Earnings Results

OLD BRIDGE, NJ / ACCESSWIRE / July 29, 2020 / Blonder Tongue Laboratories, Inc. (NYSE American:BDR) announced today that it will report its Second Quarter 2020 Earnings Results on Friday, August 7, 2020 prior to market opening. Management will then host a teleconference to discuss the results with the investment community.

Details of the live teleconference:

Date: Friday, August 7, 2020
Time: 11:00 a.m. Eastern Time (10:00 a.m. CT, 8:00 a.m. PT)
Investor Dial-in (US & Canada Toll-Free): 844-369-8770

The audio replay will be available under Investor Related Information on the Blonder Tongue Investor Relations webpage.

About Blonder Tongue

Blonder Tongue Laboratories, Inc. is the oldest designer and manufacturer of cable television video transmission technology in the USA. The majority of our products continue to be designed and built in our state-of-the-art New Jersey facility for 50 years. Blonder Tongue Labs offers US based engineering and manufacturing excellence with an industry reputation for delivering ultra-high reliability products. As a leader in cable television system design, the company provides service operators and systems integrators with comprehensive solutions for the management and distribution of digital video, IPTV and high-speed data services, as well as RF broadband distribution over fiber, IP, and Coax networks for homes and businesses. Additional information on the company and its products can be found at www.blondertongue.com.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: The information set forth above includes "forward-looking" statements and accordingly, the cautionary statements contained in Blonder Tongue's Annual Report and Form 10-K for the year ended December 31, 2019 (See Item 1: Business, Item 1A: Risk Factors, Item 3: Legal Proceedings and Item 7: Management's Discussion and Analysis of Financial Condition and Results of Operations), and other filings with the Securities and Exchange Commission are incorporated herein by reference. The words "believe," "expect," "anticipate," "project," "target," "intend," "plan," "seek," "estimate," "endeavor," "should," "could," "may" and similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to projections for our future financial performance, our anticipated growth trends in our business and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. Blonder Tongue undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Blonder Tongue's actual results may differ from the anticipated results or other expectations expressed in Blonder Tongue's "forward-looking" statements.

Contacts:

Eric Skolnik
Chief Financial Officer
eskolnik@blondertongue.com
(732) 679-4000

Ted Grauch
Chief Executive Officer
tgrauch@blondertongue.com
(732) 679-4000

SOURCE: Blonder Tongue Laboratories, Inc.

ReleaseID: 599495