Vancouver, British Columbia – March 27, 2017 – GGX Gold Corp. (TSXV: GGX) (the “Company” or “GGX”) is pleased to announce that it has entered into an asset purchase agreement (the “Asset Purchase Agreement”) and an option to purchase agreement (the “Option Agreement”) with Munroe Materials Inc. (“Munroe”), a private Manitoba corporation.


“This technology will enable GGX to dramatically streamline its exploration process as it samples the numerous high grade gold bearing quartz veins on the Gold Drop property.”

said Barry Brown, president of GGX Gold Corp


Asset Purchase Agreement

Pursuant to the Asset Purchase Agreement, the Company will buy certain assets of Munroe. The assets to be acquired include a processing plant, equipment and related assets (the “Assets”).  The equipment consists of a proprietary mobile ore sampler involving a unique process for onsite collecting, reducing, and concentrating minerals from host rock. This mobile platform enables the miner to perform bulk sample testing directly at the mine site, or on a promising mineralized outcrop. The system can be modulated for speed and can process up to 5 tons of mineralized rock per hour. This process curtails the need for a tailings pond. All water is recycled.

According to Kenneth Munroe, Director of Munroe Minerals Inc.:

Munroe Materials Inc is pleased to have arrived at an asset purchase agreement with GGX Gold Corp for the sale of a mobile processing plant.  I believe this is a strategic fit for both companies as our plant has been developed to operate on mineral properties having similar geological characteristics to GGX’s Gold Drop Property.”

In consideration of the sale and transfer of the Assets, GGX will pay Munroe a total of $250,000 in cash of which $50,000 has been paid.

GGX intends to use the Assets for exploration on its Gold Drop Property to help in determining the economic potential of multiple quartz veins throughout the property. The intention of using this unit as an exploration tool in this manner will drastically reduce turnaround time and costs associated with traditional lab work. Once an area of interest is developed then traditional assay approach will be implemented for verification and compliant results.  There can be no assurance that economic resources will be discovered or developed at the Gold Drop Property.

GGX expects to complete the purchase of the “Assets” on or before the end of July 2017. Further details of the Assets will be provided when GGX completes such purchase.


Option Agreement

Pursuant to the terms of the Option Agreement, GGX has the option for a period of 12 months to acquire all of the issued and outstanding shares of Munroe for $1,000,000 (“Purchase Price”) payable in cash and/or common shares of GGX, at GGX’s sole discretion and subject to the policies of the TSX Venture Exchange.

The Purchase Price was determined by RWE Growth Partners, Inc., an independent business valuator. If during the option period a bonafide offer is made exceeding the valuation price, GGX has a right of first refusal to match any other proposals Munroe may receive.

Completion of the acquisition of Munroe is subject to a number of standard conditions, including but not limited to no material adverse effect to the affairs, assets, or financial condition of Munroe and the acceptance by the Exchange if required. There can be no assurance that the acquisition of the Assets or Munroe will be completed as proposed or at all.


About Munroe Materials Inc.

Munroe is a private Manitoba company in the business of developing innovative mineral processing plants. Munroe has certain intellectual property related to the processing of ore. GGX and Munroe intend to explore the possibility of patenting this process.


On Behalf of the Board of Directors

Barry Brown, Director




Forward Looking Information

This news release includes certain statements that constitute “forward-looking information” within the meaning of applicable securities law, including without limitation, the Company’s information and statements regarding or inferring the future business, operations, financial performance, prospects, and other plans, intentions, expectations, estimates, and beliefs of the Company. Such statements include statements regarding the completion of the proposed transactions. Forward-looking statements address future events and conditions and are necessarily based upon a number of estimates and assumptions. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved), and variations of such words, and similar expressions are not statements of historical fact and may be forward-looking statements. Forward-looking statement are necessarily based upon several factors that, if untrue, could cause the actual results, performances or achievements of the Company to be materially different from future results, performances or achievements express or implied by such statements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, including the price of gold and other metals, anticipated costs and the ability to achieve goals, and the Company will be able to obtain required licenses and permits. While such estimates and assumptions are considered reasonable by the management of the Company, they are inherently subject to significant business, economic, competitive and regulatory uncertainties and risks including that resource exploration and development is a speculative business; that environmental laws and regulations may become more onerous; that the Company may not be able to raise additional funds when necessary; fluctuating prices of metals; the possibility that future exploration, development or mining results will not be consistent with the Company’s expectations; operating hazards and risks; and competition. There can be no assurance that economic resources will be discovered or developed at the Gold Drop Property. Accordingly, actual results may differ materially from those currently anticipated in such statements. Factors that could cause actual results to differ materially from those in forward looking statements include continued availability of capital and financing and general economic, market or business conditions, the loss of key directors, employees, advisors or consultants, equipment failures, litigation, competition, fees charged by service providers and failure of counterparties to perform their contractual obligations. Investors are cautioned that forward-looking statements are not guarantees of future performance or events and, accordingly are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty of such statements. The forward-looking statements included in this news release are made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation.

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.