Candelaria Mining Corp. (TSXV:CAND) entered into a definitive agreement to acquire a 50% stake in Bolnisi Gold and Copper Project in the Republic Of Georgia from Empire Metals Limited (AIM:EEE) for CAD 7.2 million on October 26, 2020. Under the terms of the transaction, Candelaria will pay CAD 2 million via the issuance of 4 million shares at a deemed price of CAD 0.50 per share to Empire.

An additional payment of CAD 1 million which will be satisfied through the issue of Candelaria common shares based on a previous 10-day average closing price upon approval of a reserves report on the Kvemo Bolnisi East project by the State Reserves Committee in Georgia. Furthermore, upon completion of a NI43-101 compliant technical report disclosing a Mineral Resource on the Dambludi project, or one other project other than Kvemo Bolnisi East, an additional payment of CAD 2 million to be satisfied via the issue of Candelaria common shares based on a previous 10-day average closing price. Lastly, upon completion of a positive feasibility study and final investment decision on the gold oxides at Kvemo Bolnisi East an additional payment of CAD 2 million to be satisfied via the issue of Candelaria common shares based on a previous 10-day average closing price.

Empire Metals Limited will also pay a fee of CAD 0.301992 million to an unrelated third party in Georgia who has acted as an adviser and assisted in bringing the CMG negotiations to fruition. This fee is payable on completion and consists of CAD 0.120797 million in cash and CAD 0.181195 million to be satisfied by the issue of 3.995238 million new ordinary shares in the Company at a price of 2.65 (the 30-day VWAP as at the date of signing the Sale and Purchase Agreement between GMCIL and CMG). Mike Struthers will join Candelaria Mining Corp's Board of Directors and become the Company's newly appointed Chief Executive Officer.

Neil O'Brien will be appointed to the Board of Directors. The deal is subject to a right-of-first-refusal in favour of Empire's Georgian joint venture partner, Caucasian Mining Group LTD which must be exercised within 20 business days from Empire submitting an offer as well as the approval of the stock exchange. The transaction is expected to complete on December 7, 2020.

As of June 7, 2021 the transaction is expected on or around June 14, 2021.