20-F/A 1 form20fa.htm FORM 20-F/A Loncor Gold Inc.: Form 20-F/A - Filed by newsfilecorp.com

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

________________

FORM 20-F/A

(Amendment No. 1)

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR


X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For fiscal year ended December 31, 2023
 
OR


TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____ to ______

OR


SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report:

Commission file number:  001-35124

LONCOR GOLD INC.

(Exact Name of Registrant as Specified in Its Charter)

Ontario

(Jurisdiction of Incorporation of Organization)

4120 Yonge Street, Suite 304, Toronto, Ontario, M2P 2B8, Canada

(Address of Principal Executive Offices, including Zip Code)

Contact: Donat K. Madilo; E-mail: dmadilo@loncor.com; Telephone: (416) 361-2510;

Address: 4120 Yonge Street, Suite 304, Toronto, Ontario, M2P 2B8, Canada

(Name, Telephone, E-mail and/or Facsimile Number and Address of Company Contact Person)

Securities registered pursuant to Section 12(b) of the Act:

None

Securities registered pursuant to Section 12(g) of the Act:

Common Shares

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of December 31, 2023:

153,144,174 common shares      


Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. 

Yes ___        No  X       

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934.

Yes ___        No  X         

Indicate by check mark whether the registrant:  (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes   X        No___

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes   X        No ___

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of "large accelerated filer," "accelerated filer," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ___ Accelerated filer ___ Non-accelerated filer X   
    Emerging growth company X 

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.

† The term "new or revised financial accounting standard" refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.             

[  ]

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

[  ]

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

[  ]

ii


Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ___ International Financial Reporting  Other ___
  Standards as issued by the International  
  Accounting Standards Board                        X    

If "Other" has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow:

____ Item 17        ____ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ___        No  X  

iii


EXPLANATORY NOTE

This Amendment No. 1 on Form 20-F/A (the "Amendment No. 1") is being filed by Loncor Gold Inc. (the "Company" or "Loncor") to amend the Company's annual report on Form 20-F for the fiscal year ended December 31, 2023 (the "Form 20-F"), originally filed with the U.S. Securities Exchange Commission (the "SEC") on April 30, 2024 (the "Original Filing").  The Company is filing this Amendment No. 1 in response to SEC comments.

This Amendment No. 1 consists solely of the cover page, this explanatory note, amended and restated Item 4 of the Form 20-F, an amended and restated technical report summary from Minecon Resources and Services Limited filed as Exhibit 15.4, updated consent letters from the qualified persons under the said technical report summary filed as Exhibits 15.2 and 15.3, and certifications by the Company's chief executive officer and chief financial officer filed as Exhibits 12.1 and 12.2.  The amendments to Item 4 include, among other items, removing the references to the mineral resources for the Kitenge and Manzako deposits until they are supported by a current technical report summary, providing certain additional information with respect to internal controls related to the Company's exploration and mineral resource estimation, and providing certain additional information under the "Interpretation and Conclusions" section.  Similar amendments to the foregoing were also made to the technical report summary.  The amendments to Item 4 also include providing certain additional disclosure regarding an exploration target. 

This Amendment No. 1 does not affect any other parts of, or any other exhibits to, the Original Filing nor does it reflect events occurring after the date of the Original Filing.  Accordingly, this Amendment No. 1 should be read in conjunction with the Original Filing and with our filings with the SEC subsequent to the Original Filing. 


Item 4.  Information on the Company

A.  History and Development of the Company

The Company is a corporation which was formed under the Ontario Business Corporations Act on August 24, 1993.  A summary of the Company's legal names since its formation is provided in Item 14 of this annual report on Form 20-F.  The head office and registered office of the Company is located at 4120 Yonge Street, Suite 304, Toronto, Ontario, M2P 2B8, Canada.  The telephone number of such office is (416) 361-2510.

The following sets out the general development of the Company's business from fiscal 2019 to the date of this Form 20-F. 

Fiscal 2019

In May 2019, the Company issued a press release providing an update on exploration activities undertaken by Barrick Gold Corporation (through its subsidiary, Barrick Gold (Congo) SARL) ("Barrick") on Loncor's Ngayu project as part of the Company's then joint venture with Barrick (the "Barrick-Loncor Joint Venture").  The Company reported that drill targets had been delineated by Barrick on a number of prospects at Ngayu and that exploration by Barrick at Ngayu in 2019 had been focused on the 30 kilometre strike Imva fold area in the west of the Ngayu belt.

In June 2019, the Company appointed Mr. Zhengquan (Philip) Chen as a director of the Company.

In September 2019, the Company implemented a consolidation of its outstanding common shares (the "Share Consolidation"), whereby all of the outstanding common shares were consolidated on the basis of one common share of the Company for every 2 (two) existing common shares.  All amounts in this Form 20-F have been adjusted to reflect the Share Consolidation. 

On September 27, 2019, the Company closed certain transactions provided for by the agreement (the "Kilo Agreement") entered into by the Company with Resolute (Treasury) Pty Ltd, Kilo Goldmines Ltd. and Kilo Goldmines Inc. (which changed its name to Loncor Kilo Inc. following closing) ("Kilo Inc.").  As a result of these transactions, Kilo Inc. became a wholly-owned subsidiary of Loncor, resulting in Loncor holding, through Kilo Inc., Kilo Inc.'s mineral properties in the DRC.  These mineral properties are located in the Ngayu gold belt near Loncor's then existing Ngayu properties, and therefore consolidated ground for Loncor in the belt.  Loncor issued to Arlington Group Asset Management Limited ("Arlington") 1,000,000 common shares of the Company as consideration for the services rendered by Arlington in negotiating and successfully concluding the Kilo Agreement.  Kilo Inc.'s properties in the DRC included a 71.25% interest in the Imbo Project in northeastern DRC (this 71.25% interest was subsequently increased to 84.68% in 2020; see below).  Kilo Inc. also had a joint venture with an affiliate of Barrick Gold Corporation for gold and associated minerals in respect of the Isiro exploration permits in northeastern DRC. 

In October 2019, the Company announced the appointment of Peter Cowley as President of the Company and the appointment of Minecon Resources and Services Limited as geological consultants to manage exploration and development programs at Loncor's properties within the Ngayu greenstone belt which were outside of the Barrick-Loncor Joint Venture.  Mr. Cowley previously served as President and Chief Executive Officer of the Company from 2009 to 2015.  Mr. Cowley was also elected a director of the Company at the annual and special meeting of shareholders of the Company held on June 26, 2020.

In November 2019, the Company issued a press release providing an update on exploration activities undertaken by Barrick on Loncor's Ngayu properties as part of the Barrick-Loncor Joint Venture. 


Fiscal 2020

In January 2020, the Company issued a press release providing an update on its activities at the Imbo Project. 

In February 2020, the Company issued a press release providing an update on its exploration activities at the Imbo Project and Barrick's exploration activities under the Barrick-Loncor Joint Venture. 

Also in February 2020, the Company closed a non-brokered private placement of 6,000,000 common shares of the Company at a price of Cdn$0.40 per share for gross proceeds of Cdn$2,400,000.  A total of 1,790,000 of the shares issued under this financing were purchased by certain insiders of the Company.   

In March 2020, the Company appointed John Barker as Vice President of Business Development for Loncor. 

Also in March 2020, the Company acquired an additional 5.04% interest in its subsidiary Adumbi Mining SARL ("Adumbi Holdco") pursuant to a private transaction with one of the former minority shareholders of Adumbi Holdco.  This acquisition increased Loncor's interest in Adumbi Holdco from 71.25% to 76.29% (the 71.25% interest had been acquired by the Company in September 2019 as part of the Kilo Agreement; see above).  Adumbi Holdco, which had changed its name from KGL Somituri SARL, currently holds two exploitation permits in the Ngayu greenstone belt including the Imbo Project exploitation permit.

In April 2020, Loncor announced a 49% increase in mineral resources at its Imbo Project.  This assessment was undertaken by the Company's independent geological consultants Minecon Resources and Services Limited. 

In May 2020, the Company issued a press release providing an update on its exploration activities at the Imbo Project and Barrick's exploration activities under the Barrick-Loncor Joint Venture. 

In June 2020, Loncor announced that Barrick had commenced its core drilling program on several priority gold targets within the Ngayu greenstone belt, as part of the Barrick-Loncor Joint Venture.

Also in June 2020, Loncor announced that it had entered into a new joint venture agreement with Barrick covering ground contiguous to the Company's Imva area within the Ngayu gold belt.  The terms of this joint venture were similar to the then existing Barrick-Loncor Joint Venture. 

In August 2020, the Company completed a non-brokered private placement of 10,000,000 common shares of the Company at a price of Cdn$0.50 per share for gross proceeds of Cdn$5,000,000.  A total of 3,390,000 of the shares issued under this financing were purchased by certain insiders of the Company.

In September 2020 press releases, Loncor reported that:

- its common shares are now quoted on the Frankfurt Stock Exchange under the trading symbol LO51;

- its subsidiary, Adumbi Holdco, had been restructured as per the requirements of the OHADA (Organization for the Harmonization of Business Law in Africa) Uniform Act relating to commercial companies.  OHADA Uniform Acts provide for a system of common business laws which have been adopted by seventeen West and Central African countries, including the DRC.  The restructuring resulted in Loncor increasing its interest in Adumbi Holdco to 84.68%, minority shareholders holding 5.32% and the DRC 10%.  The DRC was allocated 10% in accordance with the requirements of the new DRC Mining Code enacted in 2018.  Also as a result of the restructuring, Adumbi Holdco now operates as "Adumbi Mining S.A." rather than Adumbi Mining SARL;

- recent exploration results had outlined a number of significant, undrilled mineralised trends at the Imbo Project.  The focus of exploration by Loncor during 2020 was along trend in the southeast of the Imbo Project from the Adumbi, Kitenge and Manzako deposits previously delineated in the northwest of the 122 square kilometre Imbo Project area.


In October 2020, the Company announced that drilling had commenced at the Imbo Project, with the objective of the drilling program being to outline additional mineral resources.   

In a November 11, 2020 press release, Loncor announced that it has entered into two new agreements with its then joint venture partner, Barrick.  The ground covered by these agreements included a number of exploration targets already outlined by Barrick.  Total acreage under the various Barrick/Loncor joint ventures in the Ngayu gold belt in the northeast of the DRC at the time totaled approximately 2,000 square kilometres as a result of these new agreements. 

In a November 23, 2020 press release, the Company provided an update on Barrick's exploration activities under the Loncor/Barrick joint ventures. 

Fiscal 2021

On February 12, 2021, the Company closed a non-brokered private placement financing involving the issue of 11,500,000 units of the Company at a price of Cdn$0.50 per unit for gross proceeds of Cdn$5,750,000.  Each such unit consisted of one common share of the Company and one-half of one common share purchase warrant of the Company, with each whole common share purchase warrant entitling the holder thereof to acquire one common share of the Company at an exercise price of Cdn$0.75 for a period of 12 months following the closing date of the issuance of the said units.  A total of 1,400,000 of the units were purchased by certain insiders of the Company. 

On February 24, 2021, Loncor announced that geological mapping, soil geochemical, rock chips and channel sampling of old colonial trenches and artisanal workings had outlined four significant mineralised trends - Esio Wapi, Museveni, Mungo Iko and Paradis - approximately 8 to 10 kilometres southeast of the Adumbi deposit.  The focus of greenfields exploration by Loncor is at Imbo East, along trend to the southeast from the Adumbi, Kitenge and Manzako deposits previously delineated in the northwest of the 122 square kilometre project area. 

In press releases issued from November 2020 to November 2021, the Company announced drilling results from its drilling program at its Adumbi deposit. 

In April 2021, the Company announced a 44% increase in mineral resources at its Adumbi deposit in the Imbo Project.  Compared to the inferred mineral resource of 2.19 million ounces of gold (28.97 million tonnes grading 2.35 g/t Au) outlined in April 2020, further drilling increased the Adumbi inferred mineral resource by 44% to 3.15 million ounces of gold (41.316 million tonnes grading 2.37 g/t Au), constrained within a US$1,500 open pit shell.  This mineral resource assessment was undertaken by the Company's independent geological consultants Minecon Resources and Services Limited. 

In May 2021, the Company announced that Barrick informed Loncor that it will not be continuing exploration on the Loncor/Barrick joint venture ground. 

In June 2021, the Company changed its name from Loncor Resources Inc. to Loncor Gold Inc. to better brand Loncor's business as a gold exploration company. 

In July 2021, the Company closed a non-brokered private placement of 7,850,000 units of the Company at a price of Cdn$0.70 per unit for gross proceeds of Cdn$5,495,000.  Each such unit consisted of one common share of the Company and one-half of one common share purchase warrant of the Company, with each whole common share purchase warrant entitling the holder thereof to acquire one common share of the Company at an exercise price of Cdn$0.95 for a period of 12 months following the closing date of the issuance of the said units. 

In September 2021, the Company announced the appointment of Mr. John Barker as Chief Executive Officer ("CEO") of Loncor.  Mr. Barker, who was Vice President of Business Development of Loncor prior to his appointment as CEO, has 17 years' experience as a leading mining equity analyst including a period as Chairman of The Association of UK Mining Analysts.  Arnold Kondrat, Founder of Loncor and previous CEO, was appointed as the Company's Executive Chairman of the Board.


In November 2021, the Company announced an increase and upgrade in mineral resources at its Adumbi deposit in the Imbo Project.  Compared to the inferred mineral resource of 3.15 million ounces of gold (41.316 million tonnes grading 2.37 g/t Au) outlined in April 2021, the additional drilling information and the increased gold price used, contributed significantly to the increased mineral resources of the Adumbi deposit with improved confidence to 1.88 million ounces of gold (28.185 million tonnes grading 2.08 g/t gold) in the indicated category, and 1.78 million ounces of gold (20.828 million tonnes grading 2.65 g/t gold) in the inferred category, constrained within a US$1,600 per ounce optimized pit shell.  84.68% of these mineral resources are attributable to Loncor via its 84.68% interest in the Imbo Project.  This mineral resource assessment was undertaken by the Company's independent geological consultants Minecon Resources and Services Limited.

In December 2021, the Company announced the results of the Preliminary Economic Assessment ("PEA") for its Adumbi gold deposit.  The Adumbi PEA study was prepared for Loncor by a number of independent mining and engineering consultants led by New SENET (SENET), Johannesburg (Processing and Infrastructure) and Minecon Resources and Services Limited (Minecon), Accra (Mineral Resources, Mining and Environmental and Social) and Maelgwyn South Africa (MMSA), Johannesburg (Metallurgical test work), Knight Piésold and Senergy, Johannesburg (Power) and Epoch, Johannesburg (Tailings and Water Storage).  SENET undertook the financial and economic evaluation. 

Fiscal 2022

In February 2022, the Company closed a non-brokered private placement of 5,650,000 units of the Company at a price of Cdn$0.55 per unit for gross proceeds of Cdn$3,107,500.  Each such unit consisted of one common share of the Company and one-half of one common share purchase warrant of the Company, with each whole common share purchase warrant entitling the holder thereof to acquire one common share of the Company at an exercise price of Cdn$0.75 for a period of 24 months following the closing date of the issuance of the said units. 

In June 2022, the Company closed a non-brokered private placement financing of 6,750,000 units of the Company at a price of Cdn$0.50 per unit for gross proceeds of Cdn$3,375,000.  Each such unit consisted of one common share of the Company and one-half of one common share purchase warrant of the Company, with each whole common share purchase warrant entitling the holder thereof to acquire one common share of the Company at an exercise price of Cdn$0.75 for a period of 24 months following the closing date of the issuance of the said units. 

In July 2022, the Company announced that it had applied for a mining permit for the potential development of the Company's Makapela gold resource.  The Company provided an update on the progress of the application in a November 2022 press release. 

Fiscal 2023

In a February 2023 press release, the Company provided a further update on the progress of the Company's application for a mining permit for the Makapela project.  The Company also reported in this press release that:

- In line with a number of previous announcements by the Company in 2022, discussions continue with potential strategic partners with respect to the development of Loncor's gold deposits.

- Loncor had concluded a leasing agreement with Ding Sheng Services S.A.R.L. ("Ding Sheng") that permits Ding Sheng to mine the non-strategic alluvial potential to the south of Adumbi, with a focus on the gravels bordering the Imbo River. 


In May 2023, the Company completed a non-brokered private placement financing of 5,400,000 units of the Company at a price of Cdn$0.40 per unit for gross proceeds of Cdn$2,160,000.  Each such unit consisted of one common share of the Company and one common share purchase warrant of the Company, with each such warrant entitling the holder thereof to acquire one common share of the Company at an exercise price of Cdn$0.60 for a period of 24 months following the closing date of the issuance of the said units. 

In December 2023, the Company announced that it had entered into an agreement for the sale of Loncor's Makapela Project for Cdn$13,500,000 cash.  The agreement calls for the sale price to be paid in a series of progress payments beginning with a deposit of Cdn$2,000,000.  The balance of the progress payments, totalling Cdn$11,500,000, will be paid upon completion of the transfer of title to Makapela, which is expected to occur during the fourth quarter of 2024.  The sale of Makapela, a non-core asset for the Company, provides significant non-dilutive capital for Loncor to move forward its flagship Adumbi gold deposit.

Exploration Target

In December 2023, the Company announced an estimate for its priority exploration target below the Adumbi US$1,600/oz pit shell.  The Company reported that the Adumbi resource remains open at depth below the US$1,600 pit shell (maximum depth of pit shell bottom 550 metres below surface), with the Company's estimates of the potential underground exploration target suggesting it could contain between 8.9 million tonnes to 9.6 million tonnes grading 4.7 g/t Au to 4.9 g/t Au to a depth of 800 metres.  These potential quantities and grade are conceptual in nature as there has been insufficient exploration to define a mineral resource and it is uncertain if further exploration will result in the Adumbi underground exploration target being delineated as a mineral resource.  The exploration target therefore does not represent, and should not be construed to be, an estimate of a mineral resource or mineral reserve.  The Company also reported that:

- The gold mineralisation below the pit shell at Adumbi is considered Loncor's principal "exploration target" to generate additional mineral resources.

- Near the bottom of the pit and below the pit shell, 11 core holes have been drilled which demonstrate that the favourable gold mineralised Banded Ironstone Formation host is thickening at depth below the pit shell with grades and thicknesses potentially amenable to underground mining (see Table 1 and Figures 1 and 2 below).

Table 1: Adumbi Core Holes used to Estimate "Exploration Potential" below the US$1,600/oz Pit Shell

Hole Number Intersected
Width(m)
True
Thickness(m)
Gold
Grade (g/t)
Location
LADD004 28.00
20.30
22.68
16.44
3.26
2.83
Above base of pit
LADD007 55.43
Incl. 12.45
49.89
11.08
2.76
8.11
Above base of pit
LADD009 32.15
15.36
26.65
12.59
6.17
3.73
Above base of pit
LADD012 13.45
4.05
11.57
3.48
3.63
4.73
Below base of pit
LADD013 20.00
8.20
17.00
6.97
4.21
4.71
Above base of pit
LADD014 11.80 9.20 2.97 Below base of pit



Hole Number Intersected
Width(m)
True
Thickness(m)
Gold
Grade (g/t)
Location
LADD016 25.59
Incl. 6.09
17.66
4.20
2.39
4.78
Below base of pit
LADD026 22.03
11.20
16.30
8.29
5.11
4.93
Below base of pit
SADD050 12.69 10.67 5.51 Above base of pit
SADD052 12.15 7.01 3.24 Above base of pit
SADD053 9.27
23.45
5.70
14.43
3.71
6.08
Above base of pit

Figure 1: Adumbi Longitudinal Section Showing Increase in BIF True Thickness (M) with Depth


Figure 2: Adumbi Longitudinal Section with Contours of True Thickness X Grade Product (GM)

Loncor's independent geological consultants Minecon Resources and Services Limited undertook the Adumbi underground exploration target tonnage and grade estimation ranges using the 11 core holes at the bottom or below the US$1,600/oz pit shell.  A 3-dimensional ("3-D") model was constructed using cross sectional and horizontal flysch plans of the geology and mineralization and was used to assist in constraining the 3-D geological model.  This underground exploration target and the conceptual model have been estimated to a maximum depth of 800 metres below surface and constrained at the top by the US$1,600/oz pit shell.  Grade estimation was undertaken using ordinary krigging with data from the 11 core holes.

In January 2024, the Company announced that drilling tenders have been sent to a number of drilling companies to bid on a 11,000-metre-deep drilling program at its priority gold exploration target below the Adumbi open pit gold resource.  Fifteen intersections are proposed below the pit shell with the goal of outlining an inferred underground mineral resource.  This drilling program is estimated to be completed by the end of 2024, at which time it is proposed that an underground inferred mineral resource estimate would be carried out.  The estimated ranges of tonnage and grade of the Adumbi underground exploration target as set out above could change as the proposed drilling program is completed. 

The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at: http://www.sec.gov. The Company's Internet address is www.loncor.com.

B.  Business Overview

General

Loncor is a Canadian gold exploration company focussed on the Ngayu Greenstone Gold Belt in the northeast of the DRC.  The Loncor team has over two decades of experience of operating in the DRC.  Loncor's growing resource base in the Ngayu Belt currently comprises the Imbo and Makapela Projects.  At the Imbo Project, the Adumbi deposit holds an indicated mineral resource of 1.88 million ounces of gold (28.185 million tonnes grading 2.08 g/t gold) and an inferred mineral resource of 1.78 million ounces of gold (20.83 million tonnes grading 2.65 g/t Au), with 84.68% of these resources being attributable to Loncor.  Following a drilling program carried out by the Company at the Adumbi deposit in 2020 and 2021, the Company completed a Preliminary Economic Assessment ("PEA") of the Adumbi deposit and announced the results of the PEA in December 2021.  The Makapela Project (which is located approximately 50 kilometres from the Imbo Project) has an indicated mineral resource of 614,200 ounces of gold (2.20 million tonnes grading 8.66 g/t Au) and an inferred mineral resource of 549,600 ounces of gold (3.22 million tonnes grading 5.30 g/t Au).  In December 2023, the Company announced that it had entered into an agreement for the sale of the Makapela Project (a non-core asset of the Company) for Cdn$13,500,000 cash.  The agreement calls for the sale price to be paid in a series of progress payments beginning with a deposit of Cdn$2,000,000.  The balance of the progress payments, totalling Cdn$11,500,000, will be paid upon completion of the transfer of title to Makapela, which is expected to occur during the fourth quarter of 2024. 


In addition to the Ngayu properties, Loncor also has the North Kivu Project in the DRC, which is comprised of 46 exploration permits owned or controlled by Loncor, covering an area of approximately 13,000 square kilometres in North Kivu province located west of the city of Butembo.  All of the 46 North Kivu exploration permits are currently under force majeure due to the poor security situation in much of the North Kivu province. 

Additional information with respect to the Company's mineral properties can be found below in Item 4D of this Form 20-F under "Loncor's Mineral Properties".

Exploration Permits and Exploitation Permits under DRC Mining Law

Loncor holds or controls a number of exploration and exploitation permits covering ground in the DRC with respect to its exploration projects.  Under DRC mining law, an exploration permit entitles the holder thereof to the exclusive right, within the perimeter over which it is granted and for the term of its validity, to carry out mineral exploration work for mineral substances, substances for which the licence is granted and associated substances if an extension of the permit is obtained.  However, the holder of an exploration permit cannot commence work on the property without obtaining approval in advance of its mitigation and rehabilitation plan.  An exploration permit also entitles its holder to the right to obtain an exploitation permit for all or part of the mineral substances and associated substances, if applicable, to which the exploration permit or any extension thereto applies if the holder discovers a deposit which can be economically exploited.

Under DRC mining law, an exploitation permit (the Company's Adumbi deposit is covered by an exploitation permit - see "Loncor's Mineral Properties" below for additional information in respect of Adumbi) entitles the holder thereof to the exclusive right to carry out, within the perimeter over which it is granted and during its term of validity, exploration, development, construction and exploitation works in connection with the mineral substances for which the permit has been granted and associated substances if the holder has obtained an extension of the permit.  In addition, an exploitation permit entitles the holder to: (a) enter the exploitation perimeter to conduct mining operations; (b) build the installations and infrastructures required for mining exploitation; (c) use the water and wood within the mining perimeter for the requirements of the mining exploitation, provided that the requirements set forth in the environmental impact study and the environmental management plan of the project are complied with; (d) use, transport and freely sell the holder's products originating from within the exploitation perimeter; (e) proceed with concentration, metallurgical or technical treatment operations, as well as the transformation of the mineral substances extracted from the exploitation perimeter; and (f) proceed to carry out works to extend the mine.  Without an exploitation permit, the holder of an exploration permit may not conduct exploitation work on the perimeter covered by the exploration permit.  So long as a perimeter is covered by an exploitation permit, no other application for a mining or quarry right for all or part of the same perimeter can be processed.


Specialized Skill and Knowledge

Management of the Company is comprised of a team of individuals who have extensive expertise and experience in the mineral exploration industry (including, in particular, extensive expertise and experience in operating mineral exploration programs in the DRC) and exploration finance and are complemented by an experienced board of directors.  See Item 6A of this Form 20-F, "Directors and Senior Management".

Competitive Conditions

The Company competes with other mineral exploration and mining companies for mineral properties, joint venture partners, equipment and supplies, qualified personnel and exploration and development capital.  See Item 3D of this Form 20-F, "Risk Factors".

Environmental Protection

The current and future operations of the Company are subject to laws and regulations governing exploration, development, tenure, production, taxes, labour standards, occupational health, waste disposal, greenhouse gas emissions, protection and remediation of the environment, reclamation, mine safety, toxic substances and other matters.  Specifically, the Company's projects are subject to an array of applicable norms, standards, laws and regulations.  The Company holds all necessary licenses, permits and registrations, including environmental licenses and water permits, to carry out its planned current exploration activities at its projects. 

Compliance with applicable environmental laws and regulations increases costs and may cause delays in planning, designing, drilling and developing the Company's projects.  The Company attempts to diligently apply technically proven and economically feasible measures to advance protection of the environment throughout the exploration and development process, however it is often impossible to anticipate and mitigate all administrative delays.

Foreign Operations

The Company's mineral properties are located only in the DRC and its operations are substantially carried out in that country.  See Item 3D of this Form 20-F, "Risk Factors".

The Loncor Foundation

In early 2010, the Company established the Loncor Foundation, a registered charity in the DRC, funded by the Company with the goal of improving the quality of life and opportunities for communities near the Company's exploration projects.  In meetings and discussions with community representatives, it was determined that the Loncor Foundation would focus primarily on health, education and local infrastructure projects.  Based on this advice, the Loncor Foundation initiated a number of community projects near the Yindi and Makapela prospects at the Ngayu project and the Manguredjipa prospect at the North Kivu project. These included the construction of a new primary school for 400 students at Yindi.  The Loncor Foundation also donated text and exercise books for teachers and students in 2011 and 2012 and made a donation of 40 hospital beds to two medical clinics in the Yindi area.  Loncor Foundation projects at Manguredjipa have included financial support for a community electrification project and the construction of six showers and latrines at the Manguredjipa General Hospital, as well as the donation of a motorbike for use by medical staff at the hospital.

The primary focus of the Loncor Foundation in 2012 was the construction of the Bole Bole medical clinic near Makapela.  Also in 2012, the Foundation initiated a program to partially fund the salaries of 12 teachers at the Yindi primary school which resulted in reduced tuition costs for parents and increased enrollment at the school.  During 2013, the Loncor Foundation also repaired bridges on the road between Yindi and Makapela and continued to fund teachers' salaries at the Yindi primary school and partially fund operations at the Bole Bole medical clinic.  The Foundation's work was suspended in 2014 having regard to the Company's financial situation and the need to conserve funds.  The Company intends to restart the activities of the Loncor Foundation in 2024.


C.  Organizational Structure

The following chart illustrates the relationship between Loncor and its subsidiaries.  The jurisdiction of incorporation of each such subsidiary and the percentage of voting securities beneficially owned, or controlled or directed, directly or indirectly, by Loncor, is shown in brackets in the last line of each of the boxes of the chart.

D.  Property, Plants and Equipment

The Company does not have any material tangible fixed assets. 

Loncor's Mineral Properties

Loncor is a Canadian gold exploration company focussed on the Ngayu Greenstone Gold Belt in the northeast of the DRC.  The Loncor team has over two decades of experience of operating in the DRC.  Loncor's growing resource base in the Ngayu Belt currently comprises the Imbo and Makapela Projects.  At the Imbo Project, the Adumbi deposit holds an indicated mineral resource of 1.88 million ounces of gold (28.185 million tonnes grading 2.08 g/t gold) and an inferred mineral resource of 1.78 million ounces of gold (20.83 million tonnes grading 2.65 g/t Au), with 84.68% of these resources being attributable to Loncor.  Following a drilling program carried out by the Company at the Adumbi deposit in 2020 and 2021, the Company completed a Preliminary Economic Assessment ("PEA") of the Adumbi deposit and announced the results of the PEA in December 2021.  The Makapela Project (which is located approximately 50 kilometres from the Imbo Project) has an indicated mineral resource of 614,200 ounces of gold (2.20 million tonnes grading 8.66 g/t Au) and an inferred mineral resource of 549,600 ounces of gold (3.22 million tonnes grading 5.30 g/t Au).  In December 2023, the Company announced that it had entered into an agreement for the sale of the Makapela Project (a non-core asset) for Cdn$13,500,000 cash.  The agreement calls for the sale price to be paid in a series of progress payments beginning with a deposit of Cdn$2,000,000.  The balance of the progress payments, totalling Cdn$11,500,000, will be paid upon completion of the transfer of title to Makapela, which is expected to occur during the fourth quarter of 2024.


In addition to the Ngayu properties, Loncor also has the North Kivu Project in the DRC, which is comprised of 46 exploration permits owned or controlled by Loncor, covering an area of approximately 13,000 square kilometres in North Kivu province located west of the city of Butembo.  All of the 46 North Kivu exploration permits are currently under force majeure due to the poor security situation in much of the North Kivu province. 

The following table summarizes the Company's mineral resources for its Adumbi and Makapela deposits(1)(2) as of December 31, 2023 (there were no changes in such mineral resources during the financial year ended December 31, 2023, such that the following mineral resources are the same as they were as of December 31, 2022):

  Indicated Mineral Resources Inferred Mineral Resources
Property Tonnage Grade Contained
Gold
Attributable
Gold (3)
Tonnage Grade Contained
Gold
Attributable
Gold (3)
(tonnes) (g/t Au) (ounces) (ounces) (tonnes) (g/t Au) (ounces) (ounces)
Adumbi Deposit 28,185,000 2.08 1,883,000 1,594,524 20,828,000 2.65 1,774,500 1,502,647
Makapela Deposit 2,205,000 8.66   614,200   614,200 3,223,000 5.3 549,200   465,063
Total: 30,390,000 2.56 2,497,200 2,208,724 24,051,000 3.19 2,323,700 1,967,709

(1) Numbers in the table may not add up due to rounding.  Both the Adumbi deposit and the Makapela deposit are in the northeast of the DRC.  Loncor does not have any measured mineral resources (indicated and inferred mineral resources only).

(2) Mineral resources were estimated using a long-term gold price of US$1,600/oz.  Mineral resources are measured in-situ.

(3) A total of 84.68% of the Adumbi deposit mineral resources are attributable to Loncor via its 84.68% interest in the Imbo Project.  The Makepala deposit is currently 100%-owned by the Company, but the Company has entered into an agreement for the sale of the Makapela Project (see the first paragraph under "Loncor's Mineral Properties" above for additional information with respect to this agreement).

Imbo Project: Adumbi Deposit

Technical Report

The following is an extract from the summary in the technical report of Minecon Resources and Services Limited ("Minecon") dated October 10.2024 (with an effective date of November 17, 2021), and entitled "Amended and Restated Technical Report Summary on Mineral Resources of the Imbo Project in the Democratic Republic of the Congo" (the "Technical Report").  The Technical Report is incorporated by reference into this Form 20-F as Exhibit 15.4. 


Extract from Summary in Technical Report

"Property Description and Location

Loncor's Imbo Project is located in the Mambasa District of the Ituri Province, in the northeastern region of the DRC, 260 km west of Bunia, the capital of the Ituri Province, and 225 km northwest of the city of Beni.  The Adumbi base camp within the Imbo exploitation permit area is located at latitude 1º 43' 58.76" N and longitude 27º 52' 4.01" E or 596,522 m E and 191,570 m N (WGS 84 UTM Zone 35N) (see Figure 1.1).

The Imbo Project covers Exploitation Permit Number 9691, has a total area of 122 km2 and encompasses the known gold mineral deposits of Adumbi, Kitenge and Manzako and several prospects including Canal, Bagbaie, Adumbi West, Amuango, Monde Arabe, Vatican and Imbo East. Adumbi is located approximately 220 km by air southwest from the large operating gold mine of Kibali, operated by Barrick Gold, which in 2020 produced 808,134 oz.

Figure 1.1: Location of the Imbo Project in East Africa

Mineral Rights and Land Ownership

Loncor is a publicly listed Canadian gold exploration company and holds 84.68 % interest in the Imbo Project through its subsidiary Adumbi Mining S.A., with the minority shareholders holding 15.32 % (including the 10 % free-carried interest held by the Government of the DRC).  The Imbo exploitation permit is valid until February 2039.

Minecon relied on a letter on land tenure, licences, and permits dated June 8, 2020, from MBM-Conseil, one of the leading firms practising mining law in the DRC.  The Imbo Project comprises a Permis d'Exploitation (PE 9691) or Exploitation Licence held by Adumbi Mining S.A., granted for the period February 23, 2009, to February 22, 2039 (and renewable for an additional 15 years), for gold and diamonds and covering a total of 122 km2.


Under an agreement signed in April 2010 with the minority partners of Adumbi Mining S.A., Loncor agreed to finance all the activities of Adumbi Mining S.A., until the filing of a bankable feasibility study, by way of loans which bear interest at a rate of 5% per annum. Within thirty days of the receipt of a bankable feasibility study, the minority partners may collectively elect to exchange their equity participation for either a 2% net smelter royalty or a 1% net smelter royalty plus an amount equal to €2/oz of Proven Ore Reserves.

The DRC 2018 Mining Code imposes a royalty tax payable to the State on the sale of minerals, at a rate of 3.5% for precious metals.

Accessibility, Climate, Local Resources, Physiography and Infrastructure

Located approximately 225 km by air southeast of the Adumbi deposit, Beni is the nearest major population centre to the Imbo Project and has a population of approximately 230,000. Loncor maintains an administrative office in Beni.  The city has a lateritic airstrip with scheduled internal flights to other towns in DRC such as Goma, Bunia, Isiro, Kisangani and Kinshasa.  The Isiro airstrip is approximately 200 km by lateritic road to the Imbo Project. From Beni, the Imbo Project is accessible via 322 km of lateritic road to Nia-Nia (where there is a lateritic airstrip), then to Village 47 (47 km north of Nia-Nia) and then via 7 km of lateritic roads to the Adumbi base camp.

The nearest international airport is located at Entebbe in western Uganda and linked by 440 km of paved road to the Kasindi Uganda-DRC border, followed by 80 km of unpaved lateritic roads to Beni. Entebbe has international scheduled flights to South Africa, Europe and Asia and is also linked to other African countries as well as the in-country towns of Kinshasa and Lubumbashi via Nairobi (Kenya).

The climate in the Imbo area is typically tropical and is characterised by a long wet season and short dry season of up to three months from mid-December to mid-March. The average annual rainfall is approximately 2,000 mm to 2,500 mm, with the highest rainfall generally occurring in October. Temperatures are uniformly high throughout the year, and there is little diurnal variability, varying between 19 °C and 23 °C, with daily lows and highs of 16 °C and 33 °C, respectively. Humidity is high throughout the year (75 % to 99 %).

The Imbo Project is located in the Ituri tropical rainforest within the upper reaches of the Congo River Basin. The project area topographically consists of an undulating terrain that varies from approximately 600 m above sea level to 800 m above sea level. Most of the surface area is covered with dense evergreen forests with a closed canopy; however, the hills tend to have relatively steep slopes, and the valley floors within the areas of the linear hills are relatively narrow.

The Imbo Project is drained by numerous creeks and streams, which flow into the Upper Ituri river and its main tributaries: the Epulu, Nepoko, Nduye, Lenda, Ebiena, and Ngayu rivers, which form part of the upper reaches of the Congo River Basin. The closest hydroelectric power station is situated near Kisangani together with the hydroelectric stations supplying power to Barrick Gold/AngloGold Ashanti's Kibali Gold Mine. The towns of Isiro and Beni are potential sources of skilled manpower, and there is sufficient local unskilled manpower in the surroundings of Adumbi.

Given its exploration stage of development, there is limited infrastructure currently available at Adumbi. Presently, infrastructure is composed of an exploration camp (the Adumbi base camp) with associated helicopter landing pad, administration building, accommodation buildings and facilities, field office, core logging and storage facilities, diesel generators and solar power generation, and a sample preparation laboratory.

Exploration History

Belgian prospectors were the first to discover gold on the Imbo Project in the early 1900s, with gold production focusing on alluvial deposits until the late 1930s.  Primary gold mineralisation was later discovered in the bedrock of the alluvial zones and was exploited in shallow pits and trenches. This was later followed by mining from deep trenches and underground galleries.  From the mid-1970s to mid-1980s, the French Geological Survey (BRGM) undertook geological investigations of the Imbo Project area.


The mining rights for the mineral concessions in the Imbo Project area were initially held by Société Internationale Forestière et Minière du Congo (FORMINIÈRE or FRM) from the 1920s to the late 1950s. The Belgian colonial state was co-owner of a 50 % stake in FRM, with the remainder held by American interests.  The Société Minière de la Tele (SMT), a subsidiary of FRM, oversaw development and exploitation. Following political independence in 1960, ownership has changed hands multiple times.

Highlights of the reported historical exploration include the following:

  • 1980 to 1981: BRGM mapped and sampled the Adumbi and Bagbaie deposits on surface and in the historical underground openings. BRGM also drilled three holes at Adumbi and confirmed that (i) mineralisation extended at depth below the water table, (ii) other mineralised zones, parallel to the main one, also existed, and (iii) gold at depth was associated with sulphides.
  • 1988: Bugeco International (Bugeco) produced a report on the property entitled "Gold Potential in the Ngayu Mining District Haut Zaire: the Adumbi and Yindi Old Mines".
  • 2009: Kilo acquired the property and carried out extensive exploration activities including major drilling campaigns from 2010.
  • By November 2013, Kilo had completed 167 diamond drillholes totalling 35,400 m on the Imbo Project.
  • 2014: An independent engineering group Roscoe Postle Associates Inc. (RPA) completed technical studies, outlined an Inferred mineral resource, and made various technical recommendations to be executed by Kilo.
  • 2014 to 2017: Kilo completed 63 drillholes totalling approximately 8,900 m to test gold-in-soil and magnetic anomalies at the Adumbi South, Adumbi West and Kitenge Extension targets.
  • 2017: Four deeper core holes were drilled below the previously outlined RPA Inferred resource over a strike length of 400 m and to a maximum depth of 450 m below surface. All four holes intersected significant gold mineralisation in terms of widths and grades.
  • 2018 to 2019: Negligible exploration groundwork was undertaken by Kilo due to financial constraints.
  • In September 2019, Loncor initially acquired a 71.25% interest in the Imbo Project, which was subsequently increased to 84.68 % in 2020.
  • April 2020: An Inferred mineral resource of 2.19 Moz (28.97 Mt at 2.35 g/t Au) was determined, constrained within a US$1,500/oz pit shell at Adumbi.
  • October 2020: Loncor commenced a core drilling programme at Adumbi to increase and upgrade mineral resources within a US$1,600/oz open-pit shell and at depth.  A total of 24 core holes (10,071 m) were drilled during this programme as part of the study.

Geological Setting and Gold Mineralisation

The Adumbi gold deposit is found within the Ngayu Archean greenstone belt, one of a number of Archean-aged, granite-greenstone belts that extend from northern Tanzania into northeastern DRC and then into the Central African Republic.  The greenstone belt terrain in northeastern DRC has a number of major gold belts including Moto (Kibali), Kilo, Mambasa, Ngayu and Isiro.

The majority of the gold occurrences within the Ngayu belt are located close to the contact of the Banded Ironstone Formation (BIF).  Historically, only two deposits were exploited on any significant scale, namely Yindi and Adumbi.  Styles of gold mineralisation within the Ngayu belt include shears within the BIF or on the BIF contacts, disseminated mineralisation, and shears within basalts and schists, resulting in discrete auriferous gold veins.  Artisanal mining of weathered gold mineralisation preserved as elluvial or colluvial material is widespread throughout the belt.


Within the Imbo Project area, there is a strong association between gold mineralisation and the presence of the BIF, with the BIF constituting the host rock (e.g., Adumbi) or forming a significant part of the local stratigraphy in the Imbo Project area.  The BIF forms both physical and chemical traps for mineralising hydrothermal fluids.  The iron-rich BIF is a chemically reactive rock, the main interaction with hydrothermal fluids involving the reduction of magnetite to pyrite, resulting in the precipitation of gold. Mineralisation on the Imbo Project (PE9691) is known to occur at Bagbaie (referred to as Adumbi North), Adumbi, Kitenge, Manzako, Monde Arabe, Maiepunji and Vatican.

Adumbi is currently the most explored deposit within the Imbo Project. Adumbi forms a topographic high (Adumbi Hill) and incorporates the Canal prospect, which is the southeastern continuation of Adumbi. Based on examined drillholes, the rocks at Adumbi mainly comprise a subvertical sequence of metamorphosed clastic sediments (pelites, siltstones and greywacke) interbedded with units of BIF of varying width.  The grade of metamorphism is probably lower greenschist facies, and the clastic units are petrographically classified as schists.  Foliation is usually clearly defined in hand specimens although sedimentary features such as bedding are frequently preserved.

The Adumbi deposit displays five distinct geological domains with the BIF unit attaining a thickness of up to 130 m in the central part.  There is a higher-grade zone of gold mineralisation termed the "replaced rock zone" (RP zone) associated with alteration and structural deformation that has completely destroyed the primary host lithological fabric.  The RP zone occurs in the lower part of the Upper BIF package and in the Lower BIF package, and transgresses the Carbonaceous Marker, located between the Upper and Lower BIF packages, both along strike and down dip.  The geological interpretation from the Loncor drill intersections demonstrates that the mineralised BIF increases in thickness with depth and thus confirms the existence of significant underground potential at Adumbi below the mineral resources within the open-pit shell.

The detailed logging of the mineralised cores indicated a direct relationship between gold values and the percentage of sulphide mineralisation and intensity of silicification. In general, pyrite is the dominant sulphide followed by pyrrhotite, then arsenopyrite.  When pyrite and pyrrhotite are associated with arsenopyrite, the gold values are very significant, compared to when pyrite is associated with pyrrhotite only.  Silica is associated with the highest degree of hydrothermal alteration within the zones and serves as a marker of mineralisation; however, without sulphides, the gold values are insignificant. Specks of visible gold are occasionally found, generally within fractures and are present in white to grey, glassy, weak to moderately brecciated quartz veins.

Deposit Types

Gold deposits within the Imbo Project are associated with the globally important Neo-Archean orogenic gold deposits, examples of which are found in most Neo-Archean cratons around the world. Gold mineralisation is associated with the epigenetic mesothermal style of mineralisation. This style of mineralisation is typical of gold deposits in Neo-Archean greenstone terranes and is generally associated with regionally metamorphosed rocks that have experienced a long history of thermal and deformational events. These deposits are invariably structurally controlled.

Mineralisation in this environment is commonly of the fracture and vein type in brittle fracture to ductile dislocation zones.  At the Adumbi deposit, the gold mineralisation is generally associated with quartz and quartz-carbonate-pyrite ± pyrrhotite ± arsenopyrite veins in a BIF horizon.

Examples of similar type BIF hosted gold deposits to Adumbi include Geita in Tanzania, Kibali in northeastern DRC, Tasiast in Mauritania, Homestake (U.S.A.), Lupin (Canada) and Moro Velho in Brazil.

Exploration

The Imbo Project has been explored since the early 1900s by Belgian prospectors and more recently by Kilo and then Loncor. During the period 2010 to 2012, 44 trenches totalling 4,753 m were excavated over the Adumbi, Kitenge and Manzako targets.  Accessible adits and underground workings were also geologically mapped and sampled at Adumbi; however, those at Kitenge and Manzako were not accessible. In all, a total of 907 m was sampled.


By November 2013, Kilo had completed 167 diamond drillholes totalling 35,400 m on the Imbo Project. Kilo outsourced sample preparation and analysis to independent assayers ALS Geochemistry (ALS).  Drill core sample preparation was conducted at ALS Mwanza (Tanzania) from 2010 to August 2011, and then at an on-site purpose-built container facility supplied and managed by ALS Minerals. Analyses were undertaken by ALS Johannesburg (South Africa) and ALS Vancouver (Canada).

In February 2014, independent consultants RPA completed an independent NI 43-101 technical report on the Imbo Project and estimated a mineral resource on the three separate deposits of Adumbi, Kitenge and Manzako.

RPA made several recommendations on Adumbi, which were addressed in subsequent exploration programmes.  In September 2020, Loncor signed a management service agreement with Minecon to manage the infill and extension drilling programme on the Adumbi deposit.

Drilling

The more recent drilling on the Imbo Project has been carried out by Kilo and then Loncor using contract drilling companies.  The drilling programmes have been carried out in phases:

  • 2010 to 2013 (Kilo)
  • 2014 to 2017 (Kilo)
  • 2020 to 2021 (Loncor)

As of November 15, 2013, Kilo had completed 167 diamond drillholes totalling 35,400 m on the Imbo Project.  During the 2014 to 2017 drilling programme, 63 drillholes totalling 8,900 m were drilled.

The 2020 to 2021 drilling campaign was carried out by Orezone Drilling and a total of 24 holes totalling 10,071.44 m were drilled at Adumbi.  The drill core was systematically logged and photographed before cutting and sampling. Reflex Act II orientation survey equipment was used for core orientation at every run of 3 m in competent material to aid in structural measurements. Structural measurements taken during the routine logging were from bedding, foliation, and quartz veins whereas structural measurements from lithological contacts, joints and shears were captured in detail under a separate geotechnical logging programme.

Sample Preparation, Analyses and Security

During the 2014 to 2017 exploration activity, sample preparation and analyses were outsourced to the SGS laboratory in Mwanza, Tanzania (which is independent of Loncor).  The SGS laboratory operates a quality system that is accredited in accordance with ISO/IEC 17025:2017 and SANAS (South African National Accreditation System).  The SGS laboratory acted as an umpire laboratory even while ALS Chemex was the principal laboratory; hence, correlational studies between the two laboratories have been undertaken.

For the period 2014 to 2017, the Kilo exploration team submitted all the samples to the SGS Mwanza laboratory for both sample preparation and chemical analysis.  No employee, officer, director, or associate of Kilo carried out any sample preparation on samples from the Imbo exploration program.  The drill core was transported from the drill site, by a Kilo vehicle or helicopter, to the secure core yard facility at the Adumbi base camp.  Initially, all the samples collected for assaying were retained in a locked secure shed until they were dispatched by a Kilo vehicle to the administrative office in Beni.  A commercial freight-forwarding agent then transported the samples from Beni to the SGS Mwanza laboratory for sample preparation and analysis.  Dispatch forms accompany the samples from the field to the laboratory for analysis to verify each step of the process and to ensure that all samples are accounted for.  The SGS laboratory sends sample reconciliation forms upon receipt of any batch of samples sent by Kilo through the forwarding agents to be sure that no sample losses or reduction occurs.  All the half core was indexed and stored at the secured core storage facility at the Adumbi base camp.


As part of the 2020 to 2021 drilling programme, Loncor started using the on-site sample preparation laboratory.  This has helped with the enforcement of stricter QA/QC policing on the analytical laboratory. Laboratory procedures have been documented and reviewed by Minecon's senior management, and internal quality control measures have been taken. Based on the documentation and discussions with the laboratory management, Minecon's senior management does not have any concerns regarding the sample preparation for all Loncor samples.

Sample pulps are sent for analyses to SGS Mwanza, which serves as the primary laboratory. SGS is internationally accredited (as noted above) and utilises conventional sample preparation, sample analysis and associated quality control protocols.  Once the samples are received at the SGS laboratory, the samples go through checking and reconciliation procedures, followed by the SGS sample preparation procedure (SGS Code PRP87).

Drill core, trench, adit, pit, rock chip and channel samples were analysed for gold at the SGS Mwanza laboratory using fire assay (FA) with flame atomic absorption spectrometry (AAS) to measure the gold (SGS Code FAA505), and the analyses were carried out on 50 g aliquots.  The effective range for FAA505 is 0.01 ppm Au to 100 ppm Au.  In addition, check assays were carried out by the screen fire assay method to verify higher-grade sample assays obtained by fire assay. Internationally recognised standards and blanks were inserted at the Adumbi sample preparation laboratory as part of internal QA/QC analytical procedures.

Quality Control and Quality Assurance (QA/QC), and Data Verification

Quality assurance (QA) consists of evidence to demonstrate that the assay data has precision and accuracy within generally accepted limits for the sampling and analytical method(s) used to have confidence in the resource estimations.  Quality control (QC) consists of procedures used to ensure that an adequate level of quality is maintained in the process of sampling, preparing and assaying exploration samples.

In general, QA/QC programmes are designed to prevent or detect contamination and allow analytical precision and accuracy to be quantified.  In addition, a QA/QC programme can identify the overall sampling and assaying variability of the sampling method itself.  The programme can also determine the reporting accuracy for clerical and data transfer errors.

Accuracy is assessed by reviewing assays of commercially available certified reference material (CRM) or in-house standards where available, and by check assaying at external alternative accredited laboratories (referee, umpire, or check samples).  Precision or repeatability is assessed by processing duplicate samples from each stage of the analytical process from the primary stage of sample splitting, through the sample preparation stages of crushing/splitting, pulverising/splitting, and assaying.  Control samples can also help identify possible mix-ups or mislabels during sample preparation.

Loncor has an in-built QA/QC check for assay data that is loaded in the FUSION database system.  The database administrator is responsible for loading the assay results once received from the laboratory.  Failed standard samples are defined by results exceeding ±3SD limits and are re-assayed.  Suspect samples exceeding ±2SD limits are investigated to determine the cause of the discrepancy.  Failed blank results have Au exceeding 2 times detection limit.  A failed standard or blank samples report is generated by the database administrator and forwarded to the lead project geologist.  Failed jobs are marked 'invalid' in the database and are not used until rectified.  Geologists analyse failed standards and blanks and determine which samples should be re-assayed.  The database administrator contacts the laboratory identifying the samples that need to be re-assayed.  Once these revised results are received and loaded into FUSION, the database administrator checks QA/QC again.  Precision and bias of duplicate data is assessed and reported by the project geologists.


A monthly QA/QC report is completed by the database administrators and geologists.  Analytical laboratories also perform their own duplicate, blank and certified standard testing, with the monthly results reported to Loncor, which is analysed by the database administrator.  Umpire assay analysis following the 2020 campaign was conducted on a quarterly basis or as soon as the drill campaign was complete.  Umpire analysis before the 2020 drilling campaign has been conducted on bi-annual routine.  Pulp samples originally analyzed by a parent laboratory are re-numbered and submitted in a separate consignment to a different 'umpire' laboratory.  Umpire laboratory pulp checks are used to identify variations in analytical procedures between laboratories, possible sample mix-ups and whether substantial biases have been introduced during the course of the project.  Umpire results received so far confirm the reproducibility of the results from SGS laboratory with both precision and bias within acceptable limits.

During the 2020 to 2021 exploration programme, Loncor initiated enhanced QA/QC protocols.  In a batch of 100 samples, 8 standards, 2 blanks and 2 duplicates were inserted, equivalent to 12% of control samples.  These control materials were inserted into all types of samples that were collected and processed during the period, prior to being dispatched to the SGS Mwanza laboratory for analysis.

All the analytical results received from SGS were subjected to Loncor's internal QA/QC checks.  These included checking their performance with respect to the inserted control materials, made up of international CRMs, blanks, and duplicates.  Batches that passed the checks were released to the database geologist for further verification and capturing into the validated master assay database.  Per practice, batches that fail the internal QA/QC checks are subject to either partial or full re-assay requests, depending on the cause and extent of the failure.  The re-assayed results are re-subjected to the same internal QA/QC checks.  Only results that pass the QA/QC checks are entered into the master database.

By mid-October 2021, 7,675 samples had been received for processing at the sample preparation laboratory.  A total of 8,020 samples were processed by the sample preparation laboratory.  The processed samples included control samples such as blanks and other laboratory efficiency monitoring samples.  A total of 8,743 samples of various forms, including QA/QC resubmissions, were dispatched to the SGS Mwanza laboratory for analysis during the period.  These included 1,042 control samples, 708 standards, 205 blanks and 129 duplicates.  The shortfall in duplicates was as a result of the delay in starting the introduction of the collection of duplicates.  This represents an overall QA/QC percentage of 11.9% with respect to the samples processed by the sample preparation laboratory by mid-October 2021.

The standards used by both Kilo and Loncor considered both a broad grade range and different material types; oxides, transition and sulphides, which Minecon considers good practice.  Additionally, Minecon has reviewed the field and prep laboratory duplicate sample data.  Duplicate correlation graphs showed high repeatability of results with a high correlation co-efficient in the 0.999 ranges.

Minecon also reviewed the internal QC reports submitted by SGS laboratory and finds them all in order. Hence, there is no evidence of contamination or lack of precision in the laboratory processes.

A diverse grade range of standards from low-grade through medium to the higher-grade standards was used by both SGS and ALS Chemex RSA, and they all passed the QA/QC protocol.  In addition, all the blanks inserted by SGS during the period passed, and no grade above 0.02 g/t was reported.

The Adumbi on-site sample preparation laboratory was successfully audited by SGS in September 2021.

Minecon considers the overall procedure and the results obtained for the previous as well as the current QA/QC procedure to be acceptable. 

Mineral Processing and Metallurgical Testing

Metallurgical test work (comminution and gold recovery) was performed by Maelgwyn Mineral Services Laboratory in Johannesburg on the Adumbi mineralised samples to evaluate the process route required to obtain the highest gold recoveries that can be achieved.  Table 1.1 shows a summary of the Adumbi metallurgical test work results.


Table 1.1: Adumbi Metallurgical Test Work Results

Parameters

Unit

Oxide

Transition

Fresh

Bond Rod Work Index

kWh/t

12.7

13.6

14.6

Bond Ball Work Index

kWh/t

11.8

13.7

14.2

Abrasion Index

 

0.19

0.25

0.34

Diagnostic Leach Carbon in Leach (CIL) Recovery

%

90.76

87.53

89.9

The average diagnostic leach recovery for the fresh (sulphide) material was the weighted mean of the RP and BIF lithologies relative to the volume of their occurrence (20% RP:80% BIF) in the fresh material. Diagnostic leach recoveries of 80.10% for RP and 92.37% for BIF were realised for the fresh (sulphide) material.

Comminution results indicated that both the oxide and transition material are medium hard while the fresh material indicated that it is slightly hard.

In order to optimise the gold recovery, further test work was conducted on the fresh and transition material whereby gravity was followed by flotation on the gravity tails.  The results showed that most of the gold can be floated into float concentrates as summarised in Table 1.2.

Table 1.2: Flotation Results

Sample ID

Rougher Concentrate

Gold

Sulphur

Grade (g/t)

Recovery (%)

Grade (%)

Recovery (%)

Fresh - RP

9.57

95.06

25.07

93.03

Fresh - BIF

8.30

87.16

17.90

85.13

Transition

11.82

81.31

15.80

95.52

The concentrate samples that were generated were not sufficient to enable further processing routes such as the following:

  • Fine milling followed by leaching with oxygen addition
  • Fine milling followed by partial oxidation using high shear reactors and leaching
  • Albion process
  • Pressure oxidation
  • Bio leaching
  • Roasting

These recovery processes will be investigated during the next phase of the project to optimise the gold recovery in the transition and fresh ore types.

Mineral Resources

During Q3 of 2021, Loncor commissioned Minecon to re-evaluate and quantify the exploration work including drilling undertaken during the period 2020 to 2021.  This has resulted in Minecon updating the Mineral Resource estimate of Adumbi.  This follows a previous mineral resource estimate undertaken by Minecon in April 2021.


Compared to the Inferred Mineral Resource of 3.15 Moz of gold (41.316 Mt grading 2.37 g/t Au) outlined in April 2021 (see Loncor press release dated April 27, 2021), the additional drilling information and the increased gold price have contributed significantly to the increased mineral resources of the Adumbi deposit with improved confidence to 1.88 Moz (28.185 Mt grading 2.08 g/t Au) of gold in the Indicated category and 1.78 Moz (20.828 Mt grading 2.65 g/t Au) of gold in the Inferred category.

Table 1.3 summarises the Adumbi Indicated and Inferred Mineral Resources based on an in-situ block cut-off grade at a 0.52 g/t Au for oxide, 0.57 g/t Au for transition and 0.63 g/t Au for fresh material, and constrained within a US$1,600/oz optimised pit shell.  A total of 84.68% of the Adumbi mineral resources are attributable to Loncor via its 84.68% interest in the Imbo Project.

Table 1.3: Adumbi Deposit Indicated and Inferred Mineral Resources
(Effective Date: November 17, 2021)

Mineral Resource Category

Tonnage

(t)

Grade

(g/t Au)

Contained Gold

(oz)

Indicated

28,185,000

2.08

1,883,000

Inferred

20,828,000

2.65

1,777,000

NOTES:

1. Mineral resources are not mineral reserves and do not have demonstrated economic viability.

2. Numbers might not add up due to rounding.

3. Mineral resources are measured in-situ.

Table 1.4 summarises the Adumbi Indicated and Inferred category mineral resources in terms of material type.

Table 1.4: Adumbi Mineral Resources by Material Type
(Effective Date: November 17, 2021)

Material Type

Indicated Mineral Resource

Inferred Mineral Resource

Tonnage

(t)

Grade

(g/t Au)

Contained Gold

(oz)

Tonnage

(t)

Grade

(g/t Au)

Contained Gold

(oz)

Oxide

3,169,000

2.05

208,000

458,000

3.39

49,000

Transition

3,401,000

2.51

274,000

280,000

2.74

24,000

Fresh (Sulphide)

21,614,000

2.02

1,400,000

20,089,000

2.64

1,703,000

TOTAL

28,185,000

2.08

1,883,000

20,828,000

2.65

1,777,000

NOTES:

1. Mineral resources were estimated at a block cut-off grade of 0.52 g/t Au for oxide, 0.57 g/t Au for transition and 0.63 g/t Au for fresh material constrained by a Whittle pit. 

2. Mineral Resources for Adumbi were estimated using a long-term gold price of US$1,600/oz.

3. Mineral Resources are measured in-situ.

4. A minimum mining width of 32 m horizontal was used.

5. A maximum of 4 m internal waste was used.

6. Adumbi bulk densities of 2.45 for oxide, 2.82 for transition and 3.05 for fresh rock were used.

7. High gold assays were capped at 18 g/t Au for Adumbi, prior to compositing at 2 m intervals.

8. Numbers might not add up due to rounding.

Mineral Inventory

The Mineral Inventory Statement is reported in accordance with the SEC's S-K 1300 requirements as well as NI 43-101 requirements.

Table 1.4 shows a summary of the Adumbi Mineral Inventory for the various material types (oxide, transition and fresh) contained within the Adumbi practical pit designs.


The following summarises the pit optimisation assumptions and parameters used to constrain the depth extent of the geological model to generate the mineral inventory of the open pit for the Adumbi deposit:

  • A gold price of US$1,600/oz
  • A block size of 16 m × 16 m × 8 m
  • A 32 m minimum mining width and a maximum of 4 m of internal waste was applied
  • A mining dilution of 100% of the tonnes at 95% of the grade
  • An ultimate slope angle of 45°
  • An average mining cost of US$3.29/t mined
  • Metallurgical recoveries of 91% for oxide, 88% for transition and 90% for fresh
  • An average general and administration (G&A) cost of US$4.20/t
  • Mineral resources were estimated at a block cut-off grade of 0.52 g/t Au for oxide, 0.57 g/t Au for transition and 0.63 g/t Au for fresh materials, constrained by a US$1,600/oz optimised pit shell
  • Transport of gold and refining costs equivalent to 4.5% of the gold price

The results from the Adumbi Whittle pit optimisation for the gold price of US$1,600/oz allowed for the selection of the optimised final pit shell (Pit Shell 40) based on the maximum undiscounted cash flow for the practical pit design. The practical pit designs were prepared using the optimised pit shells as templates.  The relevant Whittle pit shells were exported from the GEMS to Surpac software, where the practical pit designs were prepared.  The practical pit design incorporates the ramps together with the appropriate inter-ramp slope angles.  No practical pit design was prepared for the Final Pit; hence, the optimised pit shell (Pit 40) was used to define Cut 3 for the blocks to be scheduled.

The Qualified Person (QP) has performed an independent verification of the block model tonnage and grade, and in the QP's opinion, the process has been carried out to industry standards.

Adjacent Properties

In addition to the Imbo Project, there have been other mineral exploration activities in the Ngayu Greenstone Belt in recent times, and mineral resources have been defined within the belt.  Since 2010, Loncor has been the largest permit holder in the Ngayu belt and has been exploring a number of prospects on its own since 2010 or in joint venture with Barrick Gold Congo SARL (formerly Randgold Resources Congo SARL) (Barrick Gold) from 2016 to 2021.

Loncor undertook exploration over priority target areas at Yindi, Makapela, Itali, Matete, Nagasa, Mondarabe, Anguluku and Adumbi West prospects with airborne magnetic and radiometric surveys, geological mapping, stream sediment sampling, soil and rock sampling, trenching, augering and ground geophysical surveys.  During the period 2010 to 2013, Loncor undertook drilling programmes on a number of prospects in Ngayu and outlined mineral resources at Makapela in the west of the belt. At Makapela, a total of 56 core holes (18,091 m) were completed in the vicinity of the Main and North pits, and 15 holes (3,594 m) were drilled at nearby Sele Sele.  In April 2013, Loncor announced mineral resource estimates for Makapela with an Indicated Mineral Resource of 0.61 Moz of gold (2.20 Mt grading at 8.66 g/t Au) and an Inferred Mineral Resource of 0.55 Moz of gold (3.22 Mt grading at 5.30 g/t Au). The deposit at Makapela is open down plunge and along strike. 

Besides Makapela, Loncor drilled other prospects, and significant intersections were obtained at Yindi (21.3 m grading 3.3 g/t Au, 24.0 m grading 1.5 g/t Au and 10.3 m grading 4.1 g/t Au) and at Itali (38.82 m at 2.66 g/t Au, 14.70 m at 1.68 g/t Au and 3.95 m at 19.5 g/t Au).  Further exploration including drilling is warranted on other prospects within the Ngayu belt including Yambenda, Mokepa and Mongaliema.

In terms of producing gold mines, the Kibali Gold Mine, approximately 220 km northeast by air from the Imbo Project, is located within the Archean-aged Moto greenstone belt and commenced gold production in September 2013.  The mine is owned by Kibali Goldmines SA (Kibali), which is a joint venture company with 45% owned by Barrick Gold, 45% by AngloGold Ashanti, and 10% by Société Minière de Kilo-Moto (SOKIMO). Barrick Gold is the operator and in 2020, Kibali produced 808,134 oz of gold at an AISC of US$778/oz of gold.  Kibali is Africa's largest producing gold mine.


Interpretation and Conclusions

Introduction

The Qualified Persons (QPs) note the following interpretations and conclusions based on the review of the information available for this technical report.

Geology and Mineralisation

The Imbo Project sit is found within the Ngayu Archean greenstone belt, one of a number of Archean-aged, granite-greenstone belts that extend from northern Tanzania, into northeastern DRC and then into the Central African Republic.  These gold belts contain a number of major gold mines including Kibali (DRC) and Geita, North Mara and Bulyanhulu (Tanzania).  Gold deposits within these belts are associated with the globally important Neo-Archean orogenic gold deposits, examples of which are found in most Neo-Archean cratons around the world.

At the Adumbi deposit, the gold mineralisation is generally associated with quartz and quartz-carbonate-pyrite ± pyrrhotite ± arsenopyrite veins in a BIF unit. Examples of similar type BIF hosted gold deposits to Adumbi include the major Geita mine in Tanzania and Kibali mine in northeastern DRC.

Exploration, Drilling and Analytical Data Collection in Support of Mineral Resource Estimation

Systematic exploration has been conducted on the Adumbi deposit and Imbo Project area, including airborne LiDAR (light detection and ranging) and geophysical surveys, gridding, geological mapping, soil, trench, adit and auger sampling together with a number of core drilling programmes.  Sampling, sample storage, security, sample preparation and geochemical analyses and verification are considered appropriate for the resource estimate at Adumbi.

Mineral Resource Methodology and Estimation

The Mineral Inventory Statement is reported in accordance with the SEC's S-K 1300 requirements as well as NI 43-101 requirements.  The Adumbi Mineral Inventory for the various material types (oxide, transition and fresh) contained within the Adumbi practical pit designs consists of 1.883 Moz (28.185 Mt grading 2.08 g/t Au) of Indicated mineral resources and 1.777 Moz (20.828 Mt grading 2.65 g/t Au) of Inferred mineral resources.  The data used for the resource estimate and methods employed are considered reasonable for the level of study by the QP.

The QPs are of the opinion that all issues relating to all relevant technical and economic factors likely to influence the prospect of economic extraction can be resolved with further work.

Open-Pit Optimisation and Mineral Inventory

Pit optimisation assumptions and parameters used to constrain the depth extent of the geological model to generate the mineral inventory of the open pit for the Adumbi deposit are considered appropriate for its location and infrastructural setting with appropriate metallurgical recoveries used from the test work and a gold price of US$1,600/oz, which is below current levels.

In the QP's opinion, the parameters used in the Mineral Resource to Mineral Inventory conversion process are reasonable.


Recommendations

Further work is warranted at Adumbi to advance the project up the value curve. A number of opportunities have been identified to increase the mineral resources at Adumbi.  It is recommended that Loncor follow up on these opportunities, which include the following:

 Increasing and Upgrading Mineral Resources at Adumbi and within the Imbo Project

There is excellent exploration potential to further increase the mineral resources at Adumbi and within the Imbo Project.  At Adumbi, the mineralised BIF host sequence increases in thickness below the open-pit shell, and wide-spaced drilling has already intersected grades and thicknesses amenable to underground mining.  Further drilling is required to initially outline a significant underground Inferred Mineral Resource which can then be combined with the open-pit mineral resource so that studies can be undertaken for a combined open-pit and underground mining scenario at Adumbi.  It is also recommended that infill drilling be undertaken in the deeper part of the open-pit shell to upgrade the current Inferred resources into the Indicated category. Besides increasing the resource base, a combined open-pit/underground project could increase grade throughput and reduce strip ratios with the higher grade, deeper mineral resources being mined more economically by underground mining methods, which could increase annual gold production and drive down operating costs. Minecon also recommends that further studies should be undertaken to assist in estimating historical depletions and depletions by recent artisanal mining.

Additional deposits and prospects occur close to Adumbi and have the potential to add mineral resources and feed to the Adumbi operation.  Along trend from Adumbi, the Manzako and Kitenge deposits remain open along strike and at depth.  Further drilling is warranted on these two deposits

 Along the structural trend, 8 km to 13 km to the southeast across the Imbo River and within the Imbo Project, four prospects (Esio Wapi, Paradis, Museveni and Mungo Iko) with similar host lithologies to Adumbi have been outlined with soil, rock and trench geochemical sampling.  An initial shallow, scout drilling programme should be undertaken on these four prospects to determine their mineral resource potential.

 Additional geotechnical investigations

Additional geotechnical investigations including drilling are recommended to optimise and potentially steepen pit slopes especially for the competent fresh BIF host rock which could reduce the strip ratio and thereby lower mining costs at Adumbi.

 Further metallurgical test work

Additional metallurgical test work, including additional flotation and petrographic studies, is recommended to confirm recoveries and reagent consumptions, and to optimise the flowsheet design."

[End of Extract from Summary in the Technical Report]

Preliminary Economic Assessment of the Adumbi Deposit

In a press release issued December 15, 2021 (and filed on SEDAR+ (www.sedarplus.ca) and EDGAR (www.sec.gov)), the Company announced the results of a preliminary economic assessment ("PEA") for its Adumbi gold deposit.  The Adumbi PEA study was prepared for Loncor by a number of independent mining and engineering consultants led by New SENET (Pty) Ltd ("SENET"), Johannesburg (Processing and Infrastructure) and Minecon Resources and Services Limited ("Minecon"), Accra (Mineral Resources, Mining and Environmental and Social) and Maelgwyn South Africa (MMSA), Johannesburg (Metallurgical test work), Knight Piésold and Senergy, Johannesburg (Power) and Epoch, Johannesburg (Tailings and Water Storage).  SENET undertook the financial and economic evaluation.  The Adumbi PEA was prepared in accordance with the requirements of National Instrument 43-101 of the Canadian Securities Administrators.  A National Instrument 43-101 technical report in respect of the Adumbi PEA dated December 15, 2021 was prepared by SENET and Minecon and filed by the Company on SEDAR+ (www.sedarplus.ca) and EDGAR (www.sec.gov).  A copy of the technical report is also posted on the Company's website at www.loncor.com. 


Under recently implemented mining disclosure rules of the SEC, which became applicable to the Company for the first time for the purposes of filing the Company's Form 20-F relating to the fiscal year ended December 31, 2021, an economic analysis (such as the Adumbi PEA) which includes inferred resources may only be included in this Form 20-F if the Form 20-F also includes the results of the economic analysis excluding inferred mineral resources.  As the Adumbi PEA is based on both indicated and inferred mineral resources and does not also provide a separate analysis which excludes inferred mineral resources, the results of the Adumbi PEA are not included in this Form 20-F. 

Makapela Project and Other Ngayu Properties of Loncor (2010 to 2016)

Loncor commenced its exploration activities in the Ngayu belt in early 2010 and a base camp was established at Yindi.  Due to its large landholdings for gold in the Ngayu belt of 4,500 square kilometres at that time, it was decided to divide the exploration into two concurrent programs:

  • Assessment of areas of known gold mineralization (Yindi and Makapela) with the potential to rapidly reach the drilling stage and provide a mineral resource.  Soil sampling, augering, rock chip and channel sampling were carried out prior to diamond drilling.
  • Regional programs aimed at assessing the remainder of the large land package as quickly and cost effectively as possible, in order to identify and prioritise mineralized target areas for follow-up, and enable less-prospective ground to be relinquished with confidence.  This program mainly entailed a regional BLEG (Bulk Leach Extractable Gold) survey and detailed interpretation of regional aeromagnetic data.  Both these programs were carried out under a technology consultation services agreement between Loncor and Newmont (a shareholder in Loncor), which was entered into in February 2011 (but is no longer in place).

During 2012, Loncor undertook more detailed aeromagnetic and radiometric surveys over priority target areas (i.e. Imva Fold area). Grids were established at the Yindi, Makapela, Itali, Matete, Nagasa, Mondarabe, Anguluku and Adumbi West prospects with airborne magnetic and radiometric surveys, geological mapping, stream sediment sampling, soil and rock sampling, trenching, augering, ground geophysical surveys (Induced Polarisation) and core drilling being undertaken.  During the period 2010-2013, Loncor undertook drilling programs on a number of prospects in the Ngayu belt and outlined mineral resources at Makapela (see below) in the west of the belt.

After undertaking soil and channel sampling, a core drilling program at Makapela commenced in November 2010 with the objective of testing along strike and at depth the sub-vertical, vein mineralized system being exploited by the artisanal miners at the Main, North and Sele Sele pits which returned significant results from soil and channel sampling.  Drill results at Makapela were announced by Loncor via a number of press releases in 2011 and 2012.  Significant drill intersections included 7.19 metres grading 64 g/t Au, 4.28 metres @ 32.6 g/t Au, 3.47 metres grading 24.9 g/t Au, 4.09 metres @ 21.7 g/t Au and 4.35 metres grading 17.5 g/t Au.

After conducting preliminary metallurgical test work, in May 2012, the Company announced a maiden mineral resource estimate for Makapela.  The mineral resource was updated in April 2013.

A total of 56 core holes (18,091 metres) were completed in the vicinity of the Main and North pits and 15 holes (3,594 metres) were drilled at Sele Sele.  In addition to the above resource drilling program, a total of 12 holes (1,560 metres) were drilled to locate potential extensions to the known reefs and new mineralized structures indicated by soil, rock chip and auger sampling.  Several units of Banded Ironstone Formation (BIF) are interlayered within basalts, and range up to 13 metres in thickness, although the width is generally less than 6 meters.  Quartz porphyry and quartz-feldspar porphyry dykes and sills are also present.  In the vicinity of the mineralized zones, the intrusive units are generally no more than a few metres in width.


Three styles of gold mineralization are present at Makapela:

  • Quartz veins emplaced into shear zones within the basalt sequence.  The best developed and economically significant vein (Reef 1) is exploited in the Main pit and consists of white quartz with irregularly distributed pyrite.  Visible gold is quite common, occurring in 28% of the intersections as isolated specks and small aggregates up to 2 mm across.  Reef 1 has been intersected over a strike length of 480 metres and to a vertical depth of 480 metres, and dips to the WNW at 80 - 90°.  It has an average true width and grade of 2.15 metres @ 11.15 g/t Au.  A characteristic of Reef 1 is the good geological continuity between drill sections; although the width and grade is variable, the vein was present in almost all holes, in approximately the expected position.  The basalt hosting Reef 1 shows intense hydrothermal alteration for several metres into the hanging wall and footwall.
  • A second style containing strike-parallel mineralization up to 6 metres in width is closely associated with shearing within and on the margins of narrow BIF units.  The most important zone (Reef 2) is exploited in the North pit.  Visible gold is much less common than in Reef 1 occurring in 5% of intersections.  Mineralization in the Sele Sele pit, 2 kilometres NNE of the North pit, has similar characteristics to Reef 2, and is interpreted to be on the same BIF unit.  However, the Sele Sele zone is generally wider and lower grade than in the North pit area, the best intersection drilled being 15.68 metres @ 5.35 g/t Au.  The mineralization plunges to the SSE at about 40°.
  • A third area of Reef 2 style mineralization occurs in the Bamako area where channel sampling returned an intersection of 4.60 metres @ 11.42 g/t Au.  The mineralization is associated with a 2-kilometre long soil anomaly, and although the best intersection from preliminary drilling was of relatively low grade (3.60 metres @ 4.43 g/t Au), further work is warranted.

The deposit at Makapela is open down plunge creating the prospect of drilling to below the current 500-metre depth to extend the resources as well as potentially exploring for additional resources between the main target areas delineated and further along the regional structure.  It is also considered unlikely by Loncor that all the mineralized bodies are outcropping and good potential exists for locating blind mineralized shoots along well-defined structures with an aggregate strike of over 5 kilometres.

Besides Makapela, Loncor drilled other prospects during this period and significant intersections were obtained at Yindi (21.3 metres grading 3.3 g/t Au, 24.0 metres grading 1.5 g/t Au and 10.3 metres grading 4.1 g/t Au) and at Itali (38.82 metres at 2.66 g/t Au, 14.70 metres @ 1.68 g/t Au and 3.95 metres @ 19.5 g/t Au).

At the end of 2013, due to a significant drop in the gold price, exploration was reduced and no further drilling was undertaken by Loncor.

Additional information with respect to the Company's Makapela project is contained in the technical report dated May 29, 2012 and entitled "Updated National Instrument 43-101 Independent Technical Report on the Ngayu Gold Project, Orientale Province, Democratic Republic of the Congo".  A copy of the said report can be obtained from SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov

Joint Ventures between Loncor and Barrick in the Ngayu Belt (January 2016 to May 2021)

Loncor had several joint ventures with Barrick (TSX: "ABX"; NYSE: "GOLD") covering properties held by Loncor in the Ngayu belt.  The joint venture areas were located approximately 220 kilometres southwest of the large Kibali gold mine, which is operated by Barrick.  As per the joint venture agreements entered between Loncor and Barrick (the first of which was signed in January 2016), Barrick managed and funded all exploration on approximately 2,000 km2 of Loncor ground in the Ngayu belt until the completion of a pre-feasibility study on any gold discovery meeting the investment criteria of Barrick.  Subject to the DRC's free carried interest requirements, Barrick would earn 65% of any discovery with Loncor holding the balance of 35%.  Loncor would be required, from that point forward, to fund its pro-rata share in respect of the discovery in order to maintain its 35% interest or be diluted.  Loncor's Imbo and Makapela Projects, as well as the Yindi prospect, did not form part of the joint ventures with Barrick. 


The Kibali Gold Mine, approximately 220 kilometres northeast by air from the Imbo Project, is owned 45% by each of Barrick and AngloGold Ashanti with Societe Miniere de Kilo-Moto (SOKIMO) owning the remaining 10%.  Barrick is the operator of this mine.  In 2023, Kibali produced 763,000 ounces of gold. 

In January 2017, Loncor announced preliminary results of the geophysical airborne survey undertaken by Randgold as part of its joint venture with Loncor (it is noted that Randgold and Barrick merged under Barrick's name in early 2019).  A 10,013 line-kilometre helicopter borne electromagnetic 'VTEM' survey was completed over the Ngayu belt.  This survey provided a valuable additional layer of geological information through mapping the conductivity nature of the belt.  The new data assisted with resolving the lithological nature of the belt as well as assisting in identifying major structures and areas of structural complexity.

The belt scale exploration strategy of Barrick was to focus on the discovery of large high-quality gold deposits by rapidly identifying and progressing targets that show the potential to meet these filters.  Gold mineral resources had already been identified within the Ngayu greenstone belt in the Makapela and Adumbi deposits, and the objective was to further unlock the potential of the Ngayu greenstone belt for a world class discovery using cutting edge geophysics, geochemistry, structural interpretation and driven by an experienced and proven exploration team on the ground.

By the end of 2019, Barrick had identified a number of priority drill targets which were to be drilled during 2020.  Barrick commenced its drilling program in June 2020.  Initial results under the Barrick drilling program were announced by Loncor in November 2020.

In May 2021, Barrick informed Loncor that it would not be continuing exploration on the Loncor/Barrick joint venture ground. 

Sale of Makapela Project

In December 2023, the Company announced that it had entered into an agreement for the sale of the Makapela Project (a non-core asset of the Company) for Cdn$13,500,000 cash.  The agreement calls for the sale price to be paid in a series of progress payments beginning with a deposit of Cdn$2,000,000.  The balance of the progress payments, totalling Cdn$11,500,000, will be paid upon completion of the transfer of title to Makapela, which is expected to occur during the fourth quarter of 2024.

North Kivu Project

Loncor owns or controls a contiguous block of 46 exploration permits (or "PRs") covering an area of approximately 13,000 square kilometers to the northwest of Lake Edward in the North Kivu province in the DRC.  The areas covered by these PRs are located between the two major gold belt terrains of the DRC: the Twangiza-Namoya gold belt, owned by Banro Corporation Ltd., and the Kilo-Moto gold belt, previously controlled by Moto Gold and now owned by Barrick and Anglogold Ashanti.  In addition to gold, there are a number of alluvial platinum occurrences in the project area, including the type locality for the platinum selenide mineral luberoite near Lubero.  To date, no primary source has been found for the alluvial platinum occurrences.  Due to to the poor security situation in much of the North Kivu province, all of the North Kivu PRs are currently under force majeure. 

Historical data was compiled from the colonial period of alluvial gold mining and exploration which outlined ten gold prospects for follow-up, the most prospective being the Manguredjipa prospect where 300,000 ounces of alluvial gold was reportedly mined during the colonial period up to 1960.  Other gold prospects warranting follow up included Lutunguru, Lubero, Makwasu, Lutela, Bilolo, Manzia, Mohanga and Ludjulu.


The Company's most explored gold prospect area within the North Kivu project area has been Manguredjipa.  Information relating to the Manguredjipa prospect is included in the independent technical report dated February 29, 2012 and entitled "National Instrument 43-101 Independent Technical Report on the Manguredjipa Gold Project, North Kivu Province, Democratic Republic of the Congo".  A copy of this technical report can be obtained from SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov

No exploration has been undertaken at the North Kivu project by the Company since 2012 due to the force majeure situation in respect of the PRs and in order to focus exploration and funds on the priority Ngayu properties.

Qualified Person

Peter N. Cowley, President of the Company and a "qualified person" as such term is defined in subpart 1300 of Regulation S-K and in National Instrument 43-101, has reviewed and approved the technical information in this Form 20-F relating to the Company's mineral projects. 


Locality Map of the Imbo Project in Africa


Location of Imbo Project within the DRC


Locality Map of Imbo Project


Item 19.  Exhibits

The following exhibits are filed as part of this Form 20-F/A:

EXHIBIT
NUMBER
DESCRIPTION
12.1 Certification of the Chief Executive Officer of the Company pursuant to Section 302 of Sarbanes-Oxley Act of 2002
12.2 Certification of the Chief Financial Officer of the Company pursuant to Section 302 of Sarbanes-Oxley Act of 2002
15.2 Consent of Daniel Bansah for Amended and Restated Technical Report Summary on Mineral Resources of the Imbo Project
15.3 Consent of Christian Bawah for Amended and Restated Technical Report Summary on Mineral Resources of the Imbo Project
15.4 Amended and Restated Technical Report Summary on Mineral Resources of the Imbo Project


SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. 

Date: October 10, 2024

LONCOR GOLD INC.

(Registrant)

By:  (signed) "John Barker"                           

        John Barker

        Chief Executive Officer