Sphinx Resources

Sphinx: corporate update

Tue, 01 Jun 2021 12:17:40 +0000

Montréal, June 1, 2021 – Sphinx Resources Ltd. (“Sphinx” or the “Corporation”)
(TSX-V: SFX) announces that Lawrence Cannon has resigned from the Board in order to pursue other opportunities. “I want to express our Board’s deep appreciation for the opportunity to work with Lawrence and benefit from his experience. We are thankful for his involvement and wish him success in his new ventures”, said Mr. Jeremie Ryan, president and CEO of the Corporation.

About Sphinx

Sphinx is a mineral exploration company that focuses its activities in southwestern Quebec in search of deposits of precious metals (palladium, platinum, gold and silver) and base metals (zinc, copper, lead). Sphinx is particularly active in the MRC Pontiac where its President and Chief Executive Officer resides. It has a strong local shareholding that contributes towards social acceptability.

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

Neither 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 press release may contain forward-looking statements that are subject to known and unknown risks and uncertainties that could cause actual results and activities to vary materially from targeted results and planning. Such risks and uncertainties include those described in Sphinx’s periodic reports including the annual report or in the filings made by Sphinx from time to time with securities regulatory authorities.

All forward-looking statements in this press release are made as of the date of this press release. Sphinx does not undertake to update any such forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.

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Sphinx appoints Martin Bourgoin to its Board of Directors

Wed, 17 Mar 2021 12:00:39 +0000

Montréal, March 17, 2021 – Sphinx Resources Ltd (“Sphinx” or the “Corporation”) (TSX-V: SFX) is pleased to announce that Martin Bourgoin has been appointed to the Corporation’s Board of Directors as an independent director.

Since obtaining his B.Sc. in Geology from the University of New Brunswick in 1985, Mr. Bourgoin has worked in the field of mineral exploration and production including three years as chief geologist at the renowned Sigma Mine, in Val-d’Or, Québec. He has over 30 years of experience, having worked for several mining companies such as Noranda Exploration, Placer Dome, and Agnico Eagle. As a consultant, Mr. Bourgoin has worked on numerous gold projects in the mining camp of Val-d’Or, and also has extensive experience with iron, antimony, and other base- and precious-metals.

Following his tenure at the Sigma Mine, Mr. Bourgoin founded MRB & Associates a geological consulting firm (1999-2019) which catered mostly to small junior companies requiring technical assistance with gold exploration projects in the Val-d’Or mining camp. M. Bourgoin developed an extensive project management expertise while managing this company which grew to a peak of 45 employees. MRB & Associates specialized in data acquisition management, mineral resource estimates, and technical report preparation according to NI 43-101 standards.

Appointment to the Advisory Committee

The members of the Board of Directors are pleased to announce the appointment of Martin Bourgoin to the Advisory Committee. He joints Donald Gervais (profession geologist playing a strategic role in the development of the Odyssey project (Canadian Malartic Mine)) and Pierre-André Viens (Director and Vice-President, Finance of CMAC-Thyssen Global Holding Inc., MBA, mining engineer and CFA).

It is part of Sphinx strategy to build a team with people of different background who are interested to support Sphinx Board of Directors and the CEO by providing technical advice.

Stock Options Grant

Sphinx is pleased to announce that 275,000 stock options (the “Options”) have been granted to a director and a member of the Advisory Committee. These Options have an exercise price of $0.10 per share and are exercisable during a 10-year period. All Options will vest in three equal tranches. These Options have been granted in accordance with Sphinx’s stock option plan.

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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Sphinx to purchase former New Calumet Mine claims thereby consolidating the Pontiac District – Sphinx announces a new appointment to its Advisory Committee and drill results for the Calumet Nord property

Tue, 09 Mar 2021 12:36:32 +0000

Montreal, March 9, 2021 – Sphinx Resources Ltd. (“Sphinx” or the “Corporation”) (TSX-V: SFX) is pleased to announce that an agreement was signed with two prospectors for the acquisition of 100% of 14 claims hosting the former New Calumet Mine in Pontiac District, subject to the approval by the TSX Venture Exchange (“TSX-V”). The Mine is located at less than 10 km north-west of Bryson, Quebec. With this acquisition, Sphinx will add 14 additional mining claims to its portfolio in Pontiac District. Sphinx is also pleased to appoint Pierre-André Viens and Donald Gervais to its Advisory Committee.

The CEO, Mr Jeremie Ryan stated: “I’m pleased with the consolidation of the claims on Calumet island, where historical resources were reported in 1996. The upcoming purchase of the New Calumet Mine will surely be seen as a positive sign for Sphinx Resources.”

The map presented in Figure A shows the New Calumet Mine as well as other Sphinx’s projects in the aera. With this acquisition, Sphinx will count 235 claims in Pontiac District with 213 surrounding the New Calumet Mine, see Table A.

Table A: Pontiac District claims per property

The former New Calumet mine that produced from 1943 to 1968, 3.8 million tonnes at 5.8% Zn, 1.6% Pb, 65 g/t Ag and 0.4 g/t Au (reference: Annual report New Calumet Mine 1968) and numerous VMS style alteration zones along a newly identified marker horizon. In the 1980s, Lacana Mining Ltd. discovered significant gold mineralization immediately below the underground workings of the mine.

In 1996 Ressources Q.E.X. carried out diamond drilling programs to test the gold exploration potential between the surface and the -600 feet level. In a report by P. Girard, Ph.D, Eng., dated August 16, 1996, the author estimated that on the basis of the diamond drill program results that: ‘geological reserves above the – 600 feet level of the ‘Main Gold Zone’ and in the ‘Gold Migmatite Zone’ to be 67,600 short tons with an average grade of 0.201 oz/short ton Au (6.3 g/t Au) and 6.93 oz/short ton Ag (217 g/t Ag)’. These figures are not in compliance with the requirements under NI 43- 101 on standards of disclosure for mineral projects and should not be relied on until they are independently verified and supported by a NI 43-101 technical report.

Figure A: Pontiac District Sphinx properties map (ref. Services Techniques Geonordic)

Figure B: New Calumet Mine Cross section

Note: Values are expressed in Imperial system. Grade is expressed in Troy once per ton (opt) and length in foot.

Pontiac District Prospection and Exploration Strategy

In the next few months Sphinx will consolidate its bank of data and proceed to the analysis of all its Pontiac District projects with an integrated view. The best targets will be identified and tested, conditional to successful financing. Sphinx will still be looking for zinc and copper, but also for precious metals like gold and palladium. Sphinx will continue to be open for any business initiative that may improve the return for its shareholders.

Summary of New Calumet Mine Transaction

Subject to the approval of TSX-V, Sphinx will purchase, from two prospectors, namely Golden Calumet Exploration Ltd. and Geotest Corporation, 100% of the 14 claims hosting the former New Calumet Mine in exchange for consideration consisting of:

7,500,000 common shares of Sphinx, and
1% NSR subject to a buyback option in favor of Sphinx for $1,000,000. The buyback option will be indexed for cost of living starting January 1, 2022.

No finders’ fee is payable in connection with the transaction. The selling prospectors are neither non-arm’s length parties nor insiders of Sphinx.

Appointment to the Advisory Committee

The members of the Board of Directors are pleased to announce the appointment of Donald Gervais to the Advisory Committee. Mr. Gervais is a profession geologist (Quebec) who has been involved in the mining industry for more than 30 years at different positions. He played and he is still playing a strategic role in the development of the Odyssey project (Canadian Malartic Mine). He was the technical services manager at Canadian Malartic Mine between 2012 and 2019. During is long career, Mr. Gervais has been in charged of several technical teams in the position of chief geologist and also for several different societies and mines. He has experience in both underground mines and open pit mines.

Mr. Gervais holds a baccalaureate in geology from Chicoutimi University, 1987.

The Advisory Committee is composed of two members: Pierre-André Viens and Donald Gervais. It is part of Sphinx strategy to build a team with people of different background who are interested to support Sphinx Board of Directors and the CEO by providing technical advice.

Last drilling work results on Calumet-Nord

Sphinx is please to provide results from the completed fall 1,218m drill program at its 100% owned Calumet-Nord property, located on Grand-Calumet Island, in the Pontiac MRC in southwestern Quebec. Assay results have been received from nine (09) exploration holes that tested Shea’s stripping in depth and some geophysical anomalies. The mineralization is associated with 1-5% chalcopyrite and pyrite as disseminated and veins hosted in a sillimanite-muscovite-potassic feldspar-garnet-biotite schist. The dominant structure is a strong metamorphic fabric which in most places strikes northwest-southeast and dip northeast at moderate angles.

Significant results are reported in Table B.

Table B: Significant results

Quality Assurance / Quality Control

Sphinx Resource adheres to a strict Quality Assurance and Quality Control program with regard to core handling, sampling, transportation of samples and lab analyses. Drill cores logged and sampled directly at the drilling site. Samples selected for assay were shipped via secure transportation to the AGAT Laboratories in Mississauga, Ontario. Determination of gold in samples by lead fusion fire assay with atomic absorption spectroscopy (AAS) finish. Prepared samples are fused using accepted fire assay techniques, cupelled and parted in nitric acid and hydrochloric acid. Sample splits of 30 g are routinely used though 50 g may also be used (AGAT Code 202 551).

Blanks, sample replicates, and internal reference materials (both aqueous and geochemical standards) are routinely used as part of AGAT Laboratories quality assurance program.

For multi element analysis AGAT Method code is 202 073. The method description is Aqua regia digestion followed by ICP-OES Finish.

Prepared samples are digested with aqua regia for one hour using temperature controlled hot blocks. Resulting digests are diluted to 50 ml with de-ionized water. Sample splits of 1 g are routinely used.

Solubility of elements can be dependent on the mineral species present and as such., data reported from aqua regia leach should be considered as representing only the leachable portion of a particular analyte.

Blanks, sample replicates, duplicates, and internal reference materials (both aqueous and geochemical standards) are routinely used as part of AGAT Laboratories quality assurance program.

Qualified Person

Mr. Pierre-André Viens, P.Eng., the Qualified Person pursuant to National Instrument 43-101, prepared and verified the technical information of this press release, as well as reviewed the final text.

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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Sphinx announces results of its Annual General Meeting

Wed, 30 Sep 2020 23:33:05 +0000

Montreal, September 30, 2020 – Sphinx Resources Ltd. (“Sphinx” or the “Corporation”) (TSX-V: SFX) announces that at its Annual General Meeting (“AGM”) held on September 29, 2020 in a virtual format, all the items were approved as follows:

Election of Lawrence Cannon, Michel Lemieux, Jeremie Ryan et Pierre-Andre Viens as directors; and

Re-appointment of PricewaterhouseCoopers LLP as auditors.

At a Board of directors meeting following the AGM, Lawrence Cannon, Jeremie Ryan, Pierre-Andre Viens and Michel Lemieux were confirmed in their functions as Chairman of the Board, President & Chief Executive Officer, Interim Chief Financial Officer and Interim Corporate Secretary, respectively.

Jeremie Ryan stated “We thank Ingrid Martin for all her contributions over the years and wish her the best”.

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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Sphinx announces Virtual Annual Meeting of Shareholders

Mon, 28 Sep 2020 19:34:50 +0000

Montréal, September 28, 2020 – Sphinx Resources Ltd (“Sphinx”) (TSX-V: SFX) announces that, as per the notice dated August 27, 2020, it will host its 2020 Annual Meeting of Shareholders (“Meeting”) on September 29, 2020 at 11h00 (eastern time) in a virtual format due to the ongoing public health concerns related to the COVID-19 pandemic.

Sphinx therefore welcomes all registered shareholders and duly appointed proxyholders who wish to participate to the online Meeting to do so by joining the live webcast available at:

https://www.issuerdirect.com/virtual-event/sfx

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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SPHINX CLOSES A NON-BROKERED PRIVATE PLACEMENT WITH A LEAD ORDER FROM PALISADES GOLDCORP

Tue, 15 Sep 2020 19:04:23 +0000

Montréal, September 14, 2020 – Sphinx Resources Ltd. (“Sphinx” or the “Corporation”) (TSXV: SFX) is pleased to announce the closing of its previously announced private placement (see news release dated August 27 and September 3, 2020) for 30,200,000 units (each a “Unit”) at a price of $0.02 per Unit for gross proceeds of $604,000, with a lead order from Palisades Goldcorp Ltd. (the “Private Placement”). Each Unit will be comprised of one common share (each a “Common Share”) and one common share purchase warrant (each a “Warrant”). Each Warrant is exercisable to purchase one Common Share at a price of $0.05 per Common Share for a period of 60 months from the date of closing of the Private Placement.

Proceeds of the Private Placement will be used to fund the Corporation’s exploration projects, a portion of which will be allocated to the Calumet-Nord property for drilling purposes, and for general working capital purposes.

The Insiders’ participation for $25,000 is exempt from the formal valuation and minority shareholder approval requirements provided under Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (“Regulation 61-101”) in accordance with sections 5.5(a) and 5.7(1)(a) of Regulation 61-101. The exemption is based on the fact that neither the fair market value of the private placement, nor the consideration paid by such Insiders exceeds 25% of the market capitalization of the Corporation.

The private placement was carried out pursuant to prospectus exemptions of applicable securities laws and is subject to final acceptance by the TSX Venture Exchange. In connection with the Private Placement, the Corporation has agreed to pay finders fee of $26,250. The securities of the Corporation to be issued pursuant to the Private Placement are subject to a four-month hold period expiring January 15, 2021.

As a result of the closing of the Private Placement, there are 158,959,261 common shares of the Corporation issued and outstanding.

About Palisades Goldcorp

Palisades Goldcorp is Canada’s new resource focused merchant bank. Palisades’ management team has a demonstrated track record of making money and is backed by many of the industry’s most notable financiers. With junior resource equities valued at generational lows, management believes the sector is on the cusp of a major bull market move. Palisades is positioning itself with significant stakes in undervalued companies and assets with the goal of generating superior returns.

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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SPHINX ANNOUNCES INCREASE TO NON-BROKERED PRIVATE PLACEMENT WITH A LEAD ORDER FROM PALISADES GOLDCORP

Thu, 03 Sep 2020 12:00:06 +0000

Montréal, September 3, 2020 – Sphinx Resources Ltd. (“Sphinx” or the “Corporation”) (TSXV: SFX) is pleased to announce that it has increased its previously announced private placement (see news release dated August 27, 2020) from 25,000,000 units (each a “Unit”) to a maximum of 37,500,000 Units at a price of $0.02 per Unit for gross proceeds of up to $750,000, with a lead order from Palisades Goldcorp Ltd. (the “Private Placement”). Each Unit will be comprised of one common share (each a “Common Share”) and one common share purchase warrant (each a “Warrant”). Each Warrant is exercisable to purchase one Common Share at a price of $0.05 per Common Share for a period of 60 months from the date of closing of the Private Placement.

The Private Placement is open to all existing shareholders of the Corporation in accordance with “Regulation 45-513 Respecting Prospectus Exemption for Distribution to Existing Security Holders” and other various corresponding blanket orders and rules of other Canadian jurisdictions that have adopted a similar exemption (collectively, the “Holders’ Exemption”), and also to accredited investors and family, friends and business associates.

The Corporation has set August 26, 2020 as the record date (the “Record Date”) for the purpose of determining existing shareholders of Sphinx entitled to participate in the Private Placement pursuant to the Holders’ Exemption. Any shareholder purchasing under the Holders’ Exemption will have to represent in writing that such shareholder held common shares of the Corporation as of the Record Date and continues to hold them. Also, the aggregate acquisition cost to a subscriber under the Holders’ Exemption, when combined with the acquisition cost to the subscriber for the purchase of any other security from the Corporation under the Holders’ Exemption in the last 12 months, cannot exceed $15,000, unless that subscriber has obtained advice regarding the suitability of the Private Placement and, if the subscriber is resident in a jurisdiction of Canada, such advice is obtained from a person that is registered as an investment dealer in the subscriber’s jurisdiction.

Existing shareholders of Sphinx interested in participating in the Private Placement should contact Sphinx using the contact information set out below as soon as possible as the Private Placement shall be allocated on a “first come, first served” basis until the Private Placement is fully subscribed.

Proceeds of the Private Placement will be used to fund the Corporation’s exploration projects, a large portion of which will be allocated to the Calumet-Nord property for drilling purposes, and for general working capital purposes.

The Private Placement is subject to TSX Venture Exchange approval and all securities issued in connection with the Private Placement will be subject to a hold period of 4 months and 1 day following the closing.

About Palisades Goldcorp

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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Sphinx options its Soufflot project

Wed, 02 Sep 2020 11:59:58 +0000

Montréal, September 2, 2020 – Sphinx Resources Ltd (“Sphinx”) (TSX-V: SFX) is pleased to announce the execution of an option agreement with James Drolet Jolette on 35 claims of the Soufflot project (the “Project”), located in the Belleterre mining camp in the Temiscamingue, Québec.

Mr. Drolet can earn 100% of the Project in consideration of the following:

Cash payments totalling $150,000, $75,000 on closing and $75,000 on or before March 1, 2021;
1% NSR royalty t that can be bought back by the prospector for $3,000,000.

“With the current gold price, it’s the time to monetize the Project” stated Jeremie Ryan.

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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SPHINX ANNOUNCES NON-BROKERED PRIVATE PLACEMENT WITH A LEAD ORDER FROM PALISADES GOLDCORP

Thu, 27 Aug 2020 15:51:17 +0000

Montréal, August 27, 2020 – Sphinx Resources Ltd. (“Sphinx” or the “Corporation”) (TSXV: SFX) is pleased to announce that it has arranged a non-brokered private placement of up to 25,000,000 units (each a “Unit”) at a price of $0.02 per Unit for gross proceeds of up to $500,000, with a lead order from Palisades Goldcorp Ltd. (the “Private Placement”). Each Unit will be comprised of one common share (each a “Common Share”) and one common share purchase warrant (each a “Warrant”). Each Warrant is exercisable to purchase one Common Share at a price of $0.05 per Common Share for a period of 60 months from the date of closing of the Private Placement.

The Private Placement is open to all existing shareholders of the Corporation in accordance with “Regulation 45-513 Respecting Prospectus Exemption for Distribution to Existing Security Holders” and other various corresponding blanket orders and rules of other Canadian jurisdictions that have adopted a similar exemption (collectively, the “Holders’ Exemption”), and also to accredited investors and family, friends and business associates.

About Palisades Goldcorp

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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Sphinx grants stock options

Fri, 14 Aug 2020 19:44:46 +0000

Montréal, August 14, 2020 – Sphinx Resources Ltd. (“Sphinx” or the “Corporation”) (TSX-V: SFX) is pleased to announce that 175,000 stock options (the “Options”) have been granted to a director. These Options have an exercise price of $0.10 per share and are exercisable during a 10-year period. All Options will vest in three (3) equal tranches. These Options have been granted in accordance with Sphinx’s stock option plan.

About Sphinx

For further information, please consult Sphinx’s website or contact:

Jeremie Ryan
President and Chief Executive Officer
819.664.2632
info@sphinxresources.ca
www.sphinxresources.ca

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