Toronto, Ontario January 19, 2016 – Atlanta Gold Inc. (TSXV: ATG; OTC Pink: ATLDF) announcesthat Atlanta Gold Corporation (“AGC”), its wholly-owned subsidiary, has agreed to transfer its rights in certain water treatment filter systems and methods (the “Technology”) to HydroClean Resources LP (“HydroClean”), and AGC will hold a 45% limited partnership interest in HydroClean.
The Technology was developed by AGC and by Wm. Ernest Simmons, the President and CEO and a director of the Company, following the 2012 Court order that mandated that AGC implement measures to obtain compliance with the effluent standards of the United States Federal Water Pollution Control Act in respect of contaminated groundwater flowing from a historic mine adit located near AGC’s Atlanta Project. The Technology, together with certain additional elements developed by Mr. Simmons, is presently the subject of an international patent application submitted to the U.S. Patent and Trademark Office in November 2015.
HydroClean is a limited partnership formed under the Idaho Uniform Limited Partnership Act. In addition to AGC, the initial limited partners will be G2T Technologies Inc. (“G2T”), a private Alberta corporation, as to a 45% interest and Mr. Simmons as to a 10% interest. James Gray, the Chairman of the Board of the Company, owns one-third of G2T. G2T will transfer to HydroClean an existing patent for a method and apparatus to recover water from air so as to provide clean water and G2T has also agreed to pay all costs associated with obtaining a patent on the Technology. Mr. Simmons, as co-inventor, will hold a 10% carried interest in HydroClean until total partner contributions to HydroClean exceed US$4 million.
The Board of Directors of the Company formed a committee of independent directors, comprised of Warren Holmes, Allan Folk and Eric Berentsen, to consider the transaction with HydroClean. Messrs. Gray and Simmons, as interested parties in the transaction, declared their interest and did not participate in the Committee’s deliberations or vote on the matter. The Committee was of the view that with appropriate funding and expertise, the Technology once patented, could be marketable and potentially provide a significant source of revenue to AGC. However, due to the severe financial constraints facing AGC and the Company, the Company lacked the funding and expertise necessary to appropriately pursue the opportunity offered by the Technology. The proposed transaction with HydroClean would permit the patent of the Technology to be sought at no cost to AGC and would allow AGC to participate in future revenues arising from the Technology and from the patent contributed by G2T, through AGC’s interest in HydroClean. The Committee unanimously concluded that the transaction was designed to improve the Company’s financial position and was in the best interests of the Company.
The TSX Venture Exchange has approved the transfer of the Technology to HydroClean.
About the Company
Atlanta Gold Inc. holds through its 100% owned subsidiary, AGC, leases, options or ownership interests in its Atlanta properties which comprise approximately 2,159 acres (8.74 square kilometres) located 90 air kilometres east of Boise, in Elmore County, Idaho. A long history of mining makes Atlanta very suitable for development of new mining projects. The Company is focused on advancing its core asset, Atlanta, towards mine development and production.
The Company is also focused on advancing its exploration and processing methods on the Neal Property, which is located approximately 15 miles from Boise, Idaho and comprises approximately 192 acres (0.78 square kilometres). The Neal Property’s geology is similar to that of the Atlanta Project; in that, there are northeasterly-trending shear zones in granodioritic host rocks. The Neal Property provides the Company with all-season access to further refine the processing equipment and procedures. AGC holds a five-year lease on the Neal Property and has staked an additional seven contiguous claims on public land that was open to mineral entry.
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Atlanta Gold Inc.
Atlanta Gold Inc.
This news release contains forward-looking information and forward-looking statements (collectively “forward-looking statements”) within the meaning of applicable securities laws with respect to obtaining the patentability of the Technology, the ability to market the Technology and the revenues associated therewith. Forward-looking statements are based upon the assumptions, estimates, opinions and analysis made by management in light of its experience, current conditions and its expectations of future developments. These assumptions include those concerning the ability to obtain all requisite consents, the ability to obtain a patent on the Technology, the existence of a suitable market for the Technology and the successful sale or licensing of the Technology to third parties and the costs thereof and revenues therefrom. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results to differ materially from those expressed or implied in the forward-looking statements and accordingly, readers should not place undue reliance on those statements. Risks and uncertainties that may cause actual results to vary include, but are not limited to, the inability to patent the Technology, the inability of HydroClean to sell or license the Technology or its other intellectual property in a profitable manner, competition from others with significantly more financial resources than HydroClean and the inability of HydroClean to successfully protect its intellectual property. Should one or more risks and uncertainties materialize or should any assumptions prove incorrect, then actual results could vary materially from those expressed or implied in the forward-looking statements and accordingly, readers should not place undue reliance on those statements.
Readers are cautioned that the foregoing lists of risks, uncertainties, assumptions and other factors are not exhaustive. The forward-looking statements contained in this news release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements contained herein or in any other documents filed with securities regulatory authorities, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.
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