(TSXV - PXK.P)
CALGARY, Jan. 22 /CNW/ - Further to its news release of October 8, 2008,
Moneda Resources Limited ("Moneda") announces that it has now received the
completed final comprehensive valuation report (the "AIW Report") on AIW
Corrosion Engineering Inc. prepared by Evans & Evans, Inc. The AIW Report
indicates a fair market value for AIW Corrosion Engineering Inc. ("AIW") of
between $540,000 and $640,000.
In light of this valuation, the terms of the proposed acquisition of AIW
have been revised. Under the revised terms, Moneda will purchase AIW for a
price of $640,000 to be paid by $250,000 cash, $250,000 by the issuance of
common shares of Moneda and $140,000 by way of a note payable that will be due
December 31, 2010.
The proposed terms of the acquisition of Sapphire Technologies Inc. have
also been modified to reduce the cash that will be required to complete the
transaction on closing. Sapphire Technologies Inc. will be purchased for a
price of $925,000 payable by $325,000 in cash, $300,000 by the issuance of
common shares of Moneda and $300,000 by a note payable on December 31, 2010.
Formal agreements respecting both transactions have been prepared, but
their finalization is dependent upon determination of the effective share
price for the Moneda shares (such price shall be subject to Exchange
approval), which will be determined after the shares are reinstated to
trading. Details of Moneda's proposed private placement financing to fund the
acquisitions will also be determined after the shares are reinstated to
trading. A further announcement will be made when the share price under the
formal agreements and the private placement terms have been finalized. Moneda
has now submitted appropriate documentation to the Exchange, and it is
anticipated that its shares will be reinstated to trading on or about January
Leede Financial Markets Inc., subject to completion of satisfactory due
diligence, has agreed to act as sponsor in connection with the transaction. An
agreement to sponsor should not be construed as any assurance with respect to
the merits of the transaction or the likelihood of completion.
Completion of the transaction is subject to a number of conditions,
including but not limited to, Exchange acceptance and if applicable pursuant
to Exchange requirements, majority of the minority shareholder approval. Where
applicable, the transaction cannot close until the required shareholder
approval is obtained. There can be no assurance that the transaction will be
completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management
information circular or filing statement to be prepared in connection with the
transaction, any information released or received with respect to the
transaction may not be accurate or complete and should not be relied upon.
Trading in the securities of a capital pool company should be considered
The TSX Venture Exchange Inc. has in no way passed upon the merits of the
proposed transaction and has neither approved nor disapproved the content of
this press release.
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release.
For further information:
For further information: David Price, President of Moneda at (250)