Silver Elephant Mining Corp 6-K, filed Jan 22, 2021
Silver Elephant Mining Corp. (SILEF)
6-K
2021-01-22
For: 2021-01-22
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Added on
April 06, 2026
About this 6-K
Silver Elephant Mining Corp filed this 6-K on January 22, 2021.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For the
month of January
2021
Commission
File Number 000-55985
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SILVER ELEPHANT MINING CORP.
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(Translation
of registrant’s name into English)
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Suite 1610 – 409 Granville Street
Vancouver, British Columbia, Canada V6C 1T2
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(Address
of principal executive offices)
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Indicate
by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F
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Form
20-F
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☒
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Form
40-F
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☐
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Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule 101(b)(1):
☐
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Note: Regulation S-T Rule 101(b)(1) only permits
the submission in paper of a Form 6-K if submitted solely to
provide an attached annual report to security holders.
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Indicate
by check mark if the registrant is submitting the Form 6-K in paper
as permitted by Regulation S-T Rule
101(b)(7): ☐
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Note: Regulation S-T Rule 101(b)(7) only permits
the submission in paper of a Form 6-K if submitted to furnish
a report or other document that the registrant foreign private
issuer must furnish and make public under the laws of the
jurisdiction in which the registrant is incorporated, domiciled or
legally organized (the registrant’s “home
country”), or under the rules of the home country exchange on
which the registrant’s securities are traded, as long as the
report or other document is not a press release, is not required to
be and has not been distributed to the registrant’s security
holders, and, if discussing a material event, has already been the
subject of a Form 6-K submission or other Commission filing on
EDGAR.
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-1-
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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SILVER
ELEPHANT MINING CORP.
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Date: January 22,
2021
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By:
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/s/ Brigitte McArthur
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Brigitte
McArthur
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Corporate
Secretary
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-2-
INDEX TO EXHIBITS
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News
release dated January 22, 2021
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-3-
Exhibit 99.1
Silver Elephant Signs Definitive Agreement to Acquire Minago Nickel
Project in Thompson Nickel Belt Manitoba, Canada
Vancouver, British Columbia, January 22, 2021 – Silver
Elephant Mining Corp. (“Silver Elephant” or “the
Company”) (TSX:ELEF, OTCQX:SILEF, Frankfurt:1P2N)
is pleased
to announce that it has entered into a binding definitive Asset
Purchase Agreement (the “APA”)
with Victory Nickel Inc. (“Victory
Nickel”) to
acquire the Minago Nickel Project located in Thompson nickel belt
(“TNB”),
Manitoba, Canada (the “Minago
Project”).
Proposed Transaction Summary
Subject to the terms of the APA, Silver Elephant has agreed to
acquire the Minago Project from Victory Nickel for aggregate
consideration of US$11,675,000, which consists of a US$6,675,000
(“Property
Payment”) credit against
certain secured debt owed by Victory Nickel to Silver Elephant at
closing and US$5,000,000 in Silver Elephant common shares
(“Consideration
Shares”) to be issued
over a one-year period.
Additionally, Silver Elephant will agree to issue to Victory Nickel
C$2,000,000 in Silver Elephant common shares, upon the price of
nickel exceeding US$10 per pound for 30 consecutive business days,
occurring before December 31, 2023.
At closing, pursuant to the APA, Silver Elephant will also
subscribe for 40,000,000 common shares of Victory Nickel (each, a
“VN
Share”) at a price per VN
Share of $0.025 for consideration of
C$1,000,000.
Closing of contemplated transaction is expected by February 9,
2021, and subject to customary closing conditions, including the
final approval of the Toronto Stock Exchange and Canada Stock
Exchange.
Dan Oosterman, the Company’s Vice President, Exploration and
Canadian Operations states:
“The Minago acquisition immediately propels Silver Elephant
to the forefront of the nickel sulphide mining space to supply much
needed Class 1 nickel for long-range, high-intensity, fast charging
NMC 811 (80% nickel, 10% manganese, 10% cobalt) cathode standard in
lithium batteries to fuel mass electric vehicle (EV)
adoption.
EV penetration is expected to reach 22 to 30% by 2030 according to
a recent research report by Ken Hoffman of Mckinsey & Company.
Annual production of 30 million EV’s requires over 2 billion
pounds of Class 1 nickel. The 2019 global nickel production was
approximately 5 billion pounds consisting of 2.5 billion pounds of
Class 1 high-purity nickel from sulphide deposits, and 2.5 billion
pounds of Class 2 nickel from laterite deposits. Nickel production
from sulphide deposits has been in decline due to their rarity.
Silver Elephant’s value proposition is to fill the insatiable
and eruptive Class 1 nickel demand from EV’s by expanding
nickel sulphide resource at Minago to district scale and eventually
bringing the Minago project to production with industry
partners.”
Minago Project Summary
The
Minago Project spans over 197 km2 and is in the
province of Manitoba, Canada, situated approximately 480km north of
Winnipeg and 225km southwest of Thompson.
The
Minago Project resides in the southern part of the TNB. It is
recognized as the fifth largest nickel-bearing geological belt in
the world with over 5 billion pounds of nickel production since
1958. Notable nickel mines include the T1, T3, and Birchtree mines
all within a 225 km proximity to the Minago Project. Current annual
production by Vale S.A. in the TNB is approximately 33 million
pounds.
The
project site is close to existing infrastructure, including
Manitoba Provincial Highway 6, a 230 kV high voltage transmission
line that runs directly beside Highway 6, both of which transect
the property. The Property may be served by the Hudson Bay Railway
Company (HBR), with rail lines accessible from Ponton, Manitoba,
approximately 65 km north of the project.
Resource and Metallurgy
The
Minago Project contains a sulphide nickel deposit known as the Nose
deposit that was advanced to a feasibility level stage as an open
pit mine operation in 2009 by Victory Nickel with a former-NI43-101
compliant resource calculation completed by Wardrop Engineering in
2009 as tabulated below:
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Historic Resource Classification (Wardrop, 2009)
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Cutoff
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Tonnes (x 1,000)
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Ni (%)
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Mlbs Ni
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Measured
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0.25%
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11,051
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0.56
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136.4
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Indicated
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0.25%
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43,063
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0.51
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484.0
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Inferred
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0.25%
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14,585
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0.53
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170.4
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A
qualified person as defined by NI 43-101 has not done sufficient
work to classify the historical estimate as current mineral
resources or mineral reserves. The Company is not treating the
historical estimate as current mineral resources or mineral
reserves.
The
historic resource estimate database includes 68,092 metres of
diamond drilling endowed with zones of wide (i.e. 100 meters+) and
continuous mineralization within the Nose deposit. The table below
showcases considerable widths through the mineralized
zone:
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Hole No
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From (m)
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To (m)
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Int (m)
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Ni%
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V-10-11
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161.5
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353.2
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191.7
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0.51
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V-10-16
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176.0
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320.3
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144.3
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0.85
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V-08-06
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537.7
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676.7
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139.0
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0.73
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V-08-06
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132.2
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265.3
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133.1
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0.62
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V-10-15
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109.5
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228.0
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118.5
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0.82
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V-08-04B
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361.7
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471.0
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109.2
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0.76
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N-05-01
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143.7
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251.0
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107.3
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0.80
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MXB-71-94
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177.4
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282.2
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104.9
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0.73
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V-10-26
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269.2
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358.8
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89.5
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0.86
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NM-06-02
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293.3
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364.2
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70.9
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1.21
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N-05-01
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325.3
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391.2
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65.9
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1.08
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V-10-18
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351.0
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409.1
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58.1
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1.67
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B-12A-89
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322.2
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372.5
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50.3
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1.23
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V-08-01
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452.2
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490.6
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38.4
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1.51
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Reported
widths are core-interval widths and not true widths. True widths
have not been determined.
The
2009 feasibility study incorporated metallurgical test work
conducted by SGS Lakefield in 2008 which is yet to be verified by
the Company. This test work was conducted on a composite of 5
metallurgical drillholes that were designed to have the best
representation of the Nose deposits mineralization profile in terms
of style and grade. The results of this work indicates that a
nickel concentrate containing 22.27% Ni and with an equivalent
sulphidic nickel recovery of 77.2%.
Mineralogical
work on the nature of the Nose deposit’s nickel sulphides
reveals a prevalence of violarite (FeNi2S4) and secondary
millerite (NiS). These types of nickel sulphides result in high
nickel tenor, which is the concentration of nickel in sulphides,
contributing to the high metallurgical recoveries and concentrate
grade at the Minago Project.
Exploration Potential
The
Minago Project is in the same key geological formation of the
Opswagan Group in which the Thompson nickel deposits occur. The
orebodies in the Thompson Nickel Belt occur in what is geologically
known as the Pipe Formation, specifically within the member known
as the P2 schist. Thompson-style mineralization is believed to form
as primary nickel sulphide deposits that have undergone
remobilization into low-stress structural traps such as fold noses
and along fold limbs in pressure shadows and dilatant zones as a
result of regional metamorphism.
This
has led to several producing mines along the same fold-structure
within kilometers of each other—in Thompson this is known as
the Thompson Dome, where the Thompson, Birchtree and Pipe mines
have collectively produced 150Mt grading 2.32% nickel since
1958.
The
Nose deposit at Minago has all the same structural, geological and
mineralogical characteristics as the Thompson Dome. Extended
mineralization has been defined by drilling along a fold structure
within a kilometer north of the Nose deposit known as the North
Limb.
The
North Limb has received over 6,000 meters of diamond drilling with
intercepts of nickel mineralization akin to the grades and widths
at the Nose deposit. Some highlights from the drilling completed in
2010 and 2011 along the North Limb are tabulated
below:
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DDH No
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From (m)
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To (m)
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Int (m)
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Ni (%)
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V‐10‐02
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142
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202.4
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60.4
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0.45
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incl…
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184.8
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201.0
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16.3
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0.8
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V‐10‐03
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199.7
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228.1
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28.4
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0.42
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V‐10‐03
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291.0
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301.9
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10.9
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0.7
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V‐10‐04
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203.0
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255.0
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52.0
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0.63
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incl…
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206.0
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236.5
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30.5
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1.01
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V‐10‐04
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263.0
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292.0
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29.0
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0.56
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incl…
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270.0
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281.0
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11.0
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1.08
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V‐10‐05
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280.9
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298.5
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17.7
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0.73
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incl…
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282.0
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298.5
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9.5
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1.07
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V‐10‐13
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180.8
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314.6
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133.9
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0.5
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incl…
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259.1
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312.0
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52.8
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0.61
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V-10-21
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173.0
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225.2
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52.2
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0.57
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V-10-21
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259.6
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277.8
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18.3
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0.54
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V-11-07
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333.0
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347.4
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14.4
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0.44
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V-11-08
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301.6
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327.8
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26.3
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0.51
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V-11-08
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339.1
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359.4
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20.3
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0.91
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V-11-09
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266.0
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361.5
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95.5
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0.72
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V-11-10
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260.0
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380.5
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120.5
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0.52
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incl…
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292.5
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324.0
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31.5
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0.75
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V‐11‐11
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217.9
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235.0
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17.1
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0.58
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V‐11‐11
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255.0
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304.0
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49.0
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0.56
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incl…
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259.0
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295.0
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36.0
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0.64
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V‐11‐13
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194.2
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255.2
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61.0
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0.46
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incl…
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208.0
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237.0
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29.0
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0.6
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V‐11‐14
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302.4
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338.7
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36.3
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0.68
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Reported
widths are core-interval widths and not true widths. True widths
have not been determined.
Based
on these historic results Victory Nickel engaged AGP Consultants to
evaluate the potential of the North Limb and established that a
resource target estimate of between 21 million and 34 million
tonnes grading 0.49% to 0.59% based on a 0.30% total nickel cut-off
that is separate from the Nose deposit. This target estimate has
not been verified by the Company.
In
addition to the North Limb, drillings completed immediately to the
west of Nose (“Nose West
Extension”), 10km to the south of Nose
(“South
Target”), and 3km to the northwest of North Limb
(“O Limb”) had
all encountered nickel mineralization with highlights below. All
those represent priority targets upon which the Company expects to
evaluate further.
Nose
West Extension highlights:
|
DDH No.
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From (m)
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To (m)
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Int (m)
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Ni %
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V-11-21
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99.2
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103.3
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4.1
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0.77
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V-11-21
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116.1
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122.5
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6.5
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0.39
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V-11-23
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111.5
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122.0
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10.5
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0.65
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V-11-23
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142.9
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152.0
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9.2
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1.17
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V-11-23
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157.5
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165.0
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7.5
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0.55
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V-11-23
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173.0
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205.5
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32.5
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0.73
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incl…
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176.1
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187.5
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11.4
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1.11
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V-11-24
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196.3
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199.8
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3.5
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0.45
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V-11-24
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230.0
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233.9
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3.9
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0.64
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Reported
widths are core-interval widths and not true widths. True widths
have not been determined. South Target highlights:
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DDH No
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Int (m)*
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Ni%
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A60
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12.2
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0.49
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A60
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23.2
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0.47
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A60
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36.6
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0.6
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A37
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36.6
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0.51
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A23
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9.1
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0.45
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A34
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16.2
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0.71
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A36
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12.2
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0.46
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A36
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24.4
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0.38
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*Taken
from filed assessment maps reporting only width/grade.
‘From’ and ‘To’ meterage not available for
these holes. Reported widths are core-interval widths and not true
widths. True widths have not been determined.
“O”
Limb highlights:
|
DDH No
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From (m)
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To (m)
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Int (m)
|
Ni (% )
|
|
MN96-141
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97.9
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118.0
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20.1
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0.61
|
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MN96-142
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122.9
|
128.0
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5.2
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1.44
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MXB-71-86
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188.7
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192.9
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4.3
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1.2
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MXB-71-86
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188.7
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201.0
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12.3
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0.86
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Reported
widths are core-interval widths and not true widths. True widths
have not been determined.
Further Transaction Details
The US$6,675,000 Property Payment will be made at closing in the
form of a credit in the favour of Victory Nickel of US$6,675,000
against an aggregate of approximately US$11,880,000
owed by
Victory Nickel pursuant to a Secured Debt Facility
(“SDF”)
The current SDF creditor and Silver Elephant have entered into
arm-length definitive Debt Purchase and Assignment Agreement
(“DPAA”),
whereby the SDF creditor will sell and assign the SDF to Silver
Elephant for US$6,675,000 payable by Silver Elephant to the SDF
creditor at closing of such transaction.
Under the APA, Silver Elephant
will further credit the remaining balance under the SDF to Victory
Nickel’s benefit, upon the completion of an independent
economic study proving positive net present value being prepared in
respect of the Minago Project in the future after
closing. Silver Elephant will
also grant Victory Nickel a right of first refusal till December
31, 2023 to exploit the sandstone (non-nickel bearing sulphides)
resources for frac sand extraction at the Minago Project. The
Consideration Shares will be issued in three tranches as follows:
US$2,000,000 worth of Consideration Shares at Closing; a further
US$2,000,000 worth of Consideration Shares on or before August 31,
2021, and a further US$1,000,000 worth of Consideration Shares on
or before December 31, 2021, at such timings as may be determined
at the sole option of Silver Elephant, all in accordance with the
APA.
Concluding Remarks
John Lee, CFA, the Company’s chairman states: “Danniel
Oosterman, Silver Elephant’s VP Exploration and Canadian
Operations, started his career at Falconbridge and INCO, and helped
drill the T3 deposit in Thompson not far from Minago. Silver
Elephant has high hopes and aspirations for significant Minago
resource expansion and Dan is ideally suited to unveil this great
project and explore Minago to its full
potential.”
Visit
www.silverelef.com for Minago project
maps.
Qualified Person
The
technical contents of this news release have been prepared under
the supervision of Danniel Oosterman, VP Exploration. Mr. Oosterman
is not independent of the Company in that he is employed by it. Mr.
Oosterman is a qualified person (“QP”) as defined by the guidelines
in NI 43-101.
About Silver Elephant
Silver
Elephant Mining Corp. is a premier mining and exploration company
of energy metals.
Further information on Silver Elephant can be found at
www.silverelef.com.
SILVER ELEPHANT MINING CORP.
ON
BEHALF OF THE BOARD
“John Lee”
Executive Chairman
For more information about Silver Elephant, please contact Investor
Relations:
+1.604.569.3661 ext. 101
ir@silverelef.com www.silverelef.com
Neither the Toronto Stock Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Toronto
Stock Exchange) accepts responsibility for the adequacy or accuracy
of this release.
Cautionary Note Regarding Forward-Looking Statements
Certain
statements contained in this news release, including statements
which may contain words such as “expects”,
“anticipates”, “intends”,
“plans”, “believes”,
“estimates”, or similar expressions, and statements
related to matters which are not historical facts, are
forward-looking information within the meaning of applicable
securities laws. Such forward-looking statements, which reflect
management’s expectations regarding Silver Elephant’s
future growth, results of operations, performance, business
prospects and opportunities, are based on certain factors and
assumptions, including, but not limited to, the ability of the
Company to complete the transactions contemplated by the APA, the
ability of the Company to explore the Minago Project, the ability
of the Company to capitalize on the Minago Project, global
commodities prices and volatility, the ability of the Company to
access financing on terms acceptable to the Company, the ability of
the Company and Victory Nickel to obtain the approval of the
Toronto Stock Exchange and the Canadian Securities Exchange
respectively, future exploration and drilling results at the Minago
Project and elsewhere, political risks, risks associated with the
ongoing COVID-19 pandemic, general economic, social and securities
risks, and any other risks noted in the Company’s public
disclosure record, and involve known and unknown risks and
uncertainties which may cause the actual results, performance, or
achievements to be materially different from future results,
performance, or achievements expressed or implied by such
forward-looking statements.