Max Resource and Endeavour Silver Enter Cooperation and Financing Agreement to Expand Colombian Copper Silver Assets

February 28, 2022

Max Resources Corp.

TSX.V: MXR | OTC: MXROF | Frankfurt: M1D2

MAX RESOURCE CORP. and Endeavour Silver Corp (TSX: EDR, NYSE: EXK) have executed a binding Cooperation Term Sheet with the objective to assist Max in significantly expanding its landholdings of its wholly-owned Cesar copper-silver project, located in northeastern Colombia.

Max and Endeavour have agreed to collaborate exclusively with one another whereby Endeavour will provide certain financial capabilities required of Max by the National Mining Agency of Colombia for the benefit of securing Mineral Tenures within the entire Cesar copper-silver basin. Max will own such new Mineral Tenures, with Endeavour holding an underlying 0.5% net smelter returns royalty. Endeavour’s royalty will not cover Max’s current Mineral Tenures.  

CESAR lies along the copper-silver rich 200-km-long Cesar basin in northeastern Colombia. 

As an initial investment, Endeavour has agreed to participate in a non-brokered private placement of up to 26,000,000 units of Max at a price of CDN$0.26 per Unit, to provide Endeavour with 5.0% of the outstanding Shares of Max at closing. Endeavour has agreed to maintain its 5.0% ownership and shall have the right to participate in future equity placements to maintain its 5.0% position. Endeavour has also agreed not to dispose of any Shares acquired in the Placement for a period of two years following closing and has agreed to enter into a voting trust agreement whereby it will vote all shares of Max held by Endeavour at any shareholders’ meeting in favour of management’s recommendations.

Each Unit will consist of one common share of Max and one-half of one transferable share purchase warrant. Each whole Warrant will be exercisable to acquire one additional Share at an exercise price of CDN$0.36 per Share for a period of 24 months from the date of issuance. The Shares and Warrants comprising the Units will be subject to a hold period of four months and one day following the date of issuance. The Placement is subject to approval of the TSX Venture Exchange.

The Agreement is subject to the parties entering into a definitive Cooperation Agreement on or about 15th March 2022. 

“Max is privileged to have the strategic support of Endeavour Silver, whose expertise ranges from discoveries to production. We feel that the strategic involvement of Endeavour very much validates our efforts in Colombia to this point. The ultimate goal of the cooperation agreement is for Max to consolidate its landholdings over the Cesar basin, which we believe may be the world’s largest undeveloped copper-silver district.” commented Max CEO, Brett Matich.

“Endeavour Silver, while being a significant producer, has itself a track record of making new discoveries. We can truly appreciate what Max Resource has achieved to this point. We are pleased to take an equity stake in Max and lend our strong balance sheet to support Max in securing more mineral tenures in this prime copper-silver district.” commented Endeavour Silver CEO, Dan Dickson.

About Endeavour Silver Corp.

Endeavour Silver Corp. is a mid-tier precious metals mining company that operates two high-grade underground silver-gold mines in Mexico. Endeavour is currently advancing the Terronera mine project towards a development decision, pending financing and final permits and exploring its portfolio of exploration and development projects in Mexico, Chile and the United States to facilitate its goal to become a premier senior silver producer.  Our philosophy of corporate social integrity creates value for all stakeholders.

About Max Resource Corp.

Max Resource Corp. (TSXV: MXR) is a mineral exploration company advancing the newly discovered district-scale Cesar copper-silver project. The Cesar project sits along the Colombian portion of the world’s largest producing copper belt (Andean belt), with world class infrastructure and the presence of global majors (Glencore and Chevron).

In addition, Max controls the RT Gold project (100% earn-in) in Peru, encompassing a bulk tonnage primary gold porphyry zone, and 3-km to the NW, a gold bearing massive sulphide zone. Historic drilling in 2001, returned values ranging 3.1 to 118.1 g/t gold over core lengths ranging from 2.2 to 36.0-metres. 

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For additional information on Max Resources contact Tim McNulty at +1 (604) 290-8100 or by email [email protected]

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James Hyland, MiningIR