Vancouver, British Columbia--(Newsfile Corp. - May 1, 2025) - Lake Victoria Gold Ltd. (TSXV: LVG) (OTCQB: LVGLF) ("Lake Victoria Gold" or the "Company") is pleased to announce that its wholly-owned subsidiary, Mineral Industry Promotion and Consulting Company Limited ("MIP"), has entered into a non-binding Letter of Intent ("LOI"), dated May 1, 2025, with Nyati Resources (T) Limited ("Nyati") to evaluate a potential small-scale gold development opportunity at the Company's Tembo Project in northern Tanzania.
The proposed initiative builds on Lake Victoria Gold's strategy to generate early operational insights and near-term value from within its 100%-owned Tembo Mining Licences, which have seen over USD $28 million in historical exploration. The LOI outlines a framework for MIP and Nyati to negotiate the terms of a new gold-focused joint venture, leveraging Nyati's processing infrastructure alongside potential mineralized material from the Tembo Project and nearby Primary Mining Licences ("PMLs"). A new special purpose vehicle ("SPV") is contemplated as the operating entity, structured to accommodate the Government of Tanzania's 16% free carried interest under current mining regulations. The SPV has not yet been formed and its creation remains subject to further due diligence and the execution of definitive agreements.
Highlights of the Proposed Joint Venture:
Assets and Infrastructure: Nyati would contribute an existing 120 tonnes per day (tpd) gold processing plant, a 500tpd processing plant currently under construction, and associated infrastructure, including tailings facilities and surface rights.
Capital Commitment: Nyati is in the process of raising up to USD $5 million in working capital financing to fund resource development activities and initial operational ramp-up.
Mineralized Material Supply: MIP would supply mineralized material from its Mining Licences ("MLs") and work collaboratively with Nyati to consolidate additional PMLs as appropriate.
Operations and Management: MIP would be responsible for day-to-day operations, appointment of technical personnel, optimization of plant throughput and recovery rates, and the engagement of qualified operating and mining contractors.
Profit Sharing: A preliminary net profit-sharing arrangement (after 16% government caried interest) proposing an 85% allocation to MIP and 15% to Nyati is under consideration, subject to completion of due diligence and negotiation of final terms.
Due Diligence: Nyati will provide MIP with access to all relevant plant documentation, production data, and regulatory approvals to facilitate a complete due diligence review.
The parties have agreed to a 60-day exclusivity period to finalize definitive agreements.
Marc Cernovitch, President and CEO of Lake Victoria Gold, commented: "We are excited by the potential to leverage existing processing infrastructure and local ore sources to create a scalable gold production platform in Tanzania. This proposed partnership aligns with our strategy of unlocking near-term value while continuing to advance our core exploration assets."
This announcement follows the Company's April 24, 2025 press release, which disclosed MIP's evaluation of near-term gold development opportunities using existing regional processing infrastructure from both MLs and PMLs. The proposed joint venture with Nyati represents a potential vehicle to implement that strategy, subject to further due diligence, engineering studies, and the successful negotiation of definitive agreements.
Cautionary Statement Regarding Preliminary Development Concepts
The Company cautions that the assessment of potential development opportunities at the Tembo Project is at a preliminary stage and is not based on a mineral resource estimate or any economic analysis such as a Feasibility Study. As such, there are significant technical and economic uncertainties that remain unresolved, including but not limited to metallurgical recoveries, grade continuity, mineability, permitting, processing capacity, capital and operating costs, and the availability of financing. Any reference to potential development scenarios is conceptual in nature and should not be construed as an indication that an economic or technical case has been established for mining at the Tembo Project.
Investor Relations Engagement:
Effective May 1, 2025, the Company has engaged 1000724287 Ontario Ltd., an Ontario corporation, to serve as its Investor Relations Advisor (the "IRA") for an initial term of three months. Under the terms of the agreement, the IRA will receive total compensation of CAD$50,000 for the initial term. The Company will also pay approved expenses related to this engagement. Any expenses in excess of CAD$750 must be preapproved.
The investor relations campaign will encompass a diverse and strategic mix of marketing initiatives including, owned media, social media and short-form video content, paid advertising strategies, partner/ subcontractor syndication, and targeted outreach across stock-specific platforms.
The engagement will be led by Mr. Tyler Troup, Managing Director of the IRA. Mr. Troup brings over 16 years of investor relations experience and has successfully supported several hundred venture-stage public companies across eight stock exchanges in seven countries, helping them broaden their shareholder base and attract growth capital.
The scientific and technical content of this news release has been reviewed and approved by David Scott, Pr. Sci. Nat., a Qualified Person as defined by National Instrument 43-101. Mr. Scott is a Director and Officer of the Company.
About Lake Victoria Gold (LVG):
Lake Victoria Gold is a rapidly growing gold exploration and development company listed on the TSX Venture Exchange under the symbol LVG. Leveraging our unique position and experience, the Company is principally focused on growth and consolidation in the highly prolific and prospective Lake Victoria Goldfield in Tanzania.
The Company has a 100% interest in the Tembo project which has over 50 thousand meters of drilling and is located adjacent to Barrick's Bulyanhulu Mine. The Company also holds a 100% interest in the Imwelo Project which is a fully permitted gold project west of AngloGold Ashanti's Geita Gold Mine. With historical resource estimates and a 2021 pre-feasibility study, the project is fully permitted for mine construction and production, positioning it as a near-term development opportunity.
LVG has assembled a highly experienced team with a track record of developing, financing, and operating mining projects in Africa with management, directors and partners owning more than 60% of the shares. Notably, the Company is grateful for the validation that comes with the support and equity investment from Barrick Gold and recent strategic partnership with Taifa Group.
Taifa Group (a diverse group of companies with interests in amongst others, Mining, Telecoms, Oil & Gas, Agri Business, Pharmaceuticals and Leather) has entered into an agreement with the Company to obtain an equity stake in the Company and through its wholly owned subsidiary Taifa Mining (a wholly Tanzanian owned company), or other nominees. Taifa Mining will also carry out all the contract mining and civil works for the Imwelo project. Taifa Mining is Tanzania's largest mining contractor with over 30 years mining related experience. Taifa have been the contractor of choice to most mines in Tanzania and have maintained long and successful relationships with companies such as Petra, De Beers, Barrick, and AngloGold Ashanti. In addition, Taifa also owns the largest fleet of mining equipment in Tanzania. As a company, Taifa is committed to adopting and adhering to the latest internationally recognized standards throughout all aspects of its business.
On Behalf of the Board of Directors of the Company,
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 NEWS RELEASE.
Cautionary Statement Regarding Forward-Looking Information
This news release includes certain "forward-looking information" within the meaning of applicable Canadian securities legislation, including: future exploration and development plans with respect to the Imwelo Project, contract work on the Imwelo Project by Taifa Mining, securing additional financing for the development costs of the Imwelo project, the closing of the acquisition of the Imwelo Project and the concurrent financing, including the satisfaction of the closing conditions thereunder, and receipt of all regulatory approvals, including the approval of the TSX Venture Exchange for the acquisition and financing. All statements in this news release that address events or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, although not always, identified by words such as "expect", "plan", "anticipate", "project", "target", "potential", "schedule", "forecast", "budget", "estimate", "intend" or "believe" and similar expressions or their negative connotations, or that events or conditions "will", "would", "may", "could", "should" or "might" occur. All such forward-looking statements are based on the opinions and estimates of management as of the date such statements are made.
Forward-looking statements necessarily involve assumptions, risks and uncertainties, certain of which are beyond LVG's control, including risks associated with or related to: the completion of the acquisition of the Imwelo project, the concurrent financing and related transactions, including receipt of all regulatory approvals and third-party consents, the volatility of metal prices and LVG's common shares; changes in tax laws; the dangers inherent in exploration, development and mining activities; the uncertainty of reserve and resource estimates; not achieving development or production, cost or other estimates; actual exploration or development plans and costs differing materially from the Company's estimates; the ability to obtain and maintain any necessary permits, consents or authorizations required for mining activities; environmental regulations or hazards and compliance with complex regulations associated with mining activities; climate change and climate change regulations; fluctuations in exchange rates; the availability of financing; financing and debt activities; operations in foreign and developing countries and the compliance with foreign laws, including those associated with operations in Tanzania and including risks related to changes in foreign laws and changing policies related to mining and local ownership requirements or resource nationalization generally, including in response to the COVID-19 outbreak; remote operations and the availability of adequate infrastructure; fluctuations in price and availability of energy and other inputs necessary for mining operations; shortages or cost increases in necessary equipment, supplies and labour; regulatory, political and country risks, including local instability or acts of terrorism and the effects thereof; the reliance upon contractors, third parties and joint venture partners; challenges to title or surface rights; the dependence on key personnel and the ability to attract and retain skilled personnel; the risk of an uninsurable or uninsured loss; adverse climate and weather conditions; litigation risk; competition with other mining companies; community support for LVG's operations, including risks related to strikes and the halting of such operations from time to time; conflicts with small scale miners; failures of information systems or information security threats; the ability to maintain adequate internal controls over financial reporting as required by law; compliance with anti-corruption laws, and sanctions or other similar measures; social media and LVG's reputation; and other risks disclosed in the Company's public filings.
LVG's forward-looking statements are based on the opinions and estimates of management and reflect their current expectations regarding future events and operating performance and speak only as of the date hereof. LVG does not assume any obligation to update forward-looking statements if circumstances or management's beliefs, expectations or opinions should change other than as required by applicable law. There can be no assurance that forward-looking statements will prove to be accurate, and actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements. Accordingly, no assurance can be given that any events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits or liabilities LVG will derive therefrom. For the reasons set forth above, undue reliance should not be placed on forward-looking statements.
