OSLO, Norway and VANCOUVER, March 19 /CNW/ - Wega Mining AS and Merit
Mining Corp. announced today that they have entered into a subscription
agreement pursuant to which Wega has agreed to make an equity investment of up
to C$21 million in Merit.
Under the terms of the subscription agreement, Wega's investment will be
structured as follows:
- Wega will make an immediate investment (subject to, among other
things, receipt of any required regulatory approvals and customary
closing documents) of approximately C$1 million comprised of
4,761,904 Merit common shares issued at a price of C$0.21 per share;
- Wega will make a second investment of approximately C$9 million
comprised of 42,857,143 Merit common shares issued at a price of
C$0.21 per share; and
- Wega will be issued two warrants concurrently with the second
investment to acquire 17,142,857 Merit common shares at an exercise
price of C$0.35 per share exerciseable at any time on or before the
date that is 180 days after the closing of the second investment and
12,500,000 Merit common shares at an exercise price of C$0.40 per
share exerciseable at any time on or before the date that is one year
after the closing of the second investment.
The closing of the second investment is expected to occur on or about
May 3, 2007 subject to, among other things, completion of a due diligence
review by Wega, receipt of all required regulatory, stock exchange and
shareholder approvals and other customary closing conditions.
The proceeds of the equity investment will be used by Merit to advance
its Greenwood Gold Project and to acquire additional projects in the future.
Following completion of the second investment, Wega will own 47.6 million
Merit common shares representing approximately 53.5 % of the issued and
outstanding shares. On the closing date of the second investment, the board of
directors of Merit will be comprised of five directors, two of whom will be
nominees of Wega (including the chairman of the board of directors).
Thereafter, as long as Wega owns at least 10% of the outstanding Merit common
shares, it will be entitled to nominate the number of directors for election
that is proportionate to the percentage of Merit common shares held by Wega.
"The major investment in our company by Wega Mining will enable us to
advance our Greenwood Gold Project and will enable us to pursue other advanced
stage projects. We look forward to working with Wega Mining to achieve our
goal of building a diversified international mining company," said Fred
Sveinson, President & CEO of Merit.
"We are very pleased with our agreement with Merit. The Greenwood Gold
Project is at an advanced stage and is set to be our company's first
significant development project. Merit's other assets have considerable
potential for value creation. We believe the companies are a perfect fit for
each other and look forward to sharing the benefits from our cooperation in
the years ahead," said Lars Marius Furu, CEO of Wega Mining.
Merit Mining Corp. is a TSX-V listed company (trading symbol: MEM) with a
portfolio of exploration properties located in British Columbia, including its
advanced stage high grade gold/copper Greenwood Gold Project, several earlier
stage gold properties, and the Old Nick nickel/cobalt property.
Wega Mining ASA is an Oslo-based international mining company focused on
exploring, developing and operating gold, copper and zinc deposits. The
company currently holds exploration licenses in Guinea, Ecuador, Romania,
Portugal and Norway. It trades on the Norwegian OTC list, organized by the
Norwegian Association of Stockbrokers, under the ticker WEMI.
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release.
For further information:
For further information: please contact: Fred Sveinson, President & CEO,
Merit Mining Corp., at (604) 694-2344; Lars Marius Furu, CEO, Wega Mining AS,
at 011 47 9018 8289; For Investor Relations information contact: MarketSmart
at (604) 261-4466, or 1-877-261-4466