Mediterranean Resources advises of proposed financing, antimony spin-out and management change
VANCOUVER, Jan. 8, 2014 /CNW/ - Mediterranean Resources Ltd. (TSX: MNR; Frankfurt: MHM1) ("MNR" or the "Company") wishes to advise that it, subject to TSX or, if required, shareholder approval, has entered into an Agreement with Lionsbridge Pty Ltd, an Australian company, controlled by the Wesson family.
The Board of MNR has considered the terms of the agreement and believe the agreement represents the best value for shareholders
Under the terms of the agreement:
- Lionsbridge will raise CAD$2-7 million CAD as a private placement into MNR.
- MNR's Board is committed to initiate all appropriate actions necessary to affect the Agreement.
- The Antimony projects in Spain (currently in a subsidiary called International Antimony Mines) will be spun out of MedRes as a separate listing on the TSX-V with Christopher Ecclestone as its CEO. MNR will seed the new entity with sufficient capital to ensure its independence when the shares of the newco have been distributed to the shareholders of MNR.
- At the Close of the financing, MNR's current management will resign their positions. Two of the existing directors will remain until the Antimony spinout transaction has closed and then subsequently resign from the MNR BOD.
- Lionsbridge will take over management of MNR. The board will be comprised of five members, two insiders a Chairman/CEO and director appointed by Lionsbridge, one independent director nominated by Lionsbridge and two further independent directors to compliment board skill base
- Lionsbridge's management contract is to be conducted on a cost + fee basis.
- Westech, a consultancy owned by the Wesson family, will be retained by the company for project engineering and are committed to complete the remaining engineering requirements of the Turkish project on the same costs + overheads basis. However, certain restrictions prevent Lionsbridge personnel from receiving Westech's engineering services.
The principal of Lionsbridge is Brian Wesson (MBA) an engineer with extensive experience in the management and operations of natural resource assets. Brian is a Fellow of the Australian Institute of Mining and Metallurgy and a Fellow of the Australian Institute of Company Directors. Brian served as Chief Executive Officer, Director and President at Woulfe Mining Corp. a listed TSX-V company from December 17, 2009 until February 27, 2013. Previously he was the Chairman, CEO and Owner of the Vatukoula Gold Mine, formerly Emperor Gold Mines. He is the Principal of Westech International Pty Ltd. He has over 30 years of experience in the resource and energy sectors. Brian started his career as an engineer with Rand Mines Limited South Africa. He qualified in 1983 and was appointed as a senior manager at Harmony Gold Mine before holding technical management roles on East Rand Proprietary Mines, Durban Roodepoort Deep and Vatukoula Gold Mine. He served as the Chairman of the Sydney Branch of the Australasian Institute of Mining & Metallurgy. Brian has served on several natural resource boards throughout the world.
The board of MNR views this proposal as the best way to move forward both its Turkish projects and its nascent Antimony business in Spain
About Mediterranean Resources
The company is developing two mines located at its 100%-owned Red Mountain (Kızıldağ) Project in Northeastern Turkey. The projects consist of the Tac (gold/copper) deposit and the Corak (gold/zinc/lead) deposit.
Tac and Corak were the subject of an NI 43-101 resource statement prepared by SRK in 2009 and a Preliminary Assessment (also by SRK) prepared in September 2011. Current NI 43-101 compliant resource estimates for the Taç and Çorak projects total 1.58 million ounces gold Indicated and 0.29 million ounces Inferred, as well as an Indicated resource of 64 million lbs of copper, 141 million lbs of Lead and 340 million lbs of Zinc. The company plans on advancing these deposits into production through open-pit mining.
Signed on behalf of the Board of Directors.
Forward-Looking Statements: This Mediterranean Resources Ltd. news release may contain certain "forward-looking" statements and information relating to Mediterranean which are based on the beliefs of Mediterranean management, as well as assumptions made by and information currently available to Mediterranean management. Such statements reflect the current risks, uncertainties and assumptions related to certain factors including, without limitations, exploration and development risks, expenditure and financing requirements, title matters, operating hazards, metal prices, political and economic factors, competitive factors, general economic conditions, relationships with vendors and strategic partners, governmental regulation and supervision, seasonality, technological change, industry practices, and one-time events. Should any one or more of these risks or uncertainties materialize or change, or should any underlying assumptions prove incorrect, actual results and forward-looking statements may vary materially from those described herein.
SOURCE Mediterranean Resources Ltd.For further information:
President and CEO