VANCOUVER, Feb. 21, 2013 /CNW/ - Mediterranean Resources Ltd. (TSX: MNR; Frankfurt: MHM1) ("Mediterranean") is pleased to announce that it has received from its new Turkish Strategic Partner, EMCo, the first tranche of the capital injection into Mediterranean's principal Turkish subsidiary, Akdeniz Resources Madencilik A.S. ("Akdeniz").
The transaction was previously signaled in a News Release dated September 20, 2012 which announced the signing of the initial Memorandum of Understanding between Mediterranean and EMCo and Remzi Gur. Talks are ongoing with Remzi Gur. Under the subsequent agreement between Mediterranean and EMCo, the latter will acquire 1.25% at the current time with an option to acquire a further 3.75% in two years. The partner may exercise the option before the two year period has expired by the payment in kind with mining properties to the satisfaction of Akdeniz Resources' management and geological team.
The new shares of Akdeniz shall be issued at the nominal value of 1 Turkish Lira per share. Currently Mediterranean Resources holds 21,000,000 shares in Akdeniz and the amount of shares to be issued to EMCo at this time consists of 280,000 shares.
EMCo will appoint one director to Akdeniz at this time, namely Mustafa Açikalin.
The Strategic Partner will be responsible for obtaining all necessary governmental licenses, permits, authorizations, approvals etc., including the environmental report (ÇED) and establish communications with government agencies and the private sector as well. The Strategic Partner will use reasonable best efforts to maintain timing consistency between Akdeniz's extraction activities and the Yusufeli Dam Project.
The Strategic Partner will also have the right to acquire 9% of Mediterranean's other Turkish subsidiary, Celtik Madencilik, at the nominal value of the shares. This will only be exercisable in a circumstance in which all the required approvals and authorizations for Akdeniz's project have been received.
Signed on behalf of the Board of Directors.
The Toronto Stock Exchange does not accept responsibility for the adequacy or accuracy of this release.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities of the Company in any jurisdiction. The securities to be issued pursuant to the Offering by the Company have not and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or the securities laws of any states of the United States, and may not be offered or sold in the United States absent registration or an applicable exemption therefrom under the 1933 Act and the securities laws of all applicable states.
Certain information set out in this News Release constitutes forward-looking information, which may include information relating to exploration and development of the Company's properties. Forward-looking statements (often, but not always, identified by the use of words such as "expect", "may", "could", "anticipate", or "will", and similar expressions) may describe expectations, opinions or guidance that are not statements of fact and which may be based upon information provided by third parties. Forward-looking statements are based upon the opinions, expectations and estimates of management of the Company as at the date the statements are made and are subject to a variety of known and unknown risks and uncertainties and other factors that could cause actual events or outcomes to differ materially from those anticipated or implied by such forward-looking statements. Those factors include, but are not limited to risks, uncertainties and other factors that are beyond the control of the Company, risks associated with the industry in general, commodity prices and exchange rate changes, operational risks associated with exploration, development and production operations, delays or changes in plans, risks associated with the uncertainty of reserve estimates, health and safety risks and the uncertainty of estimates and projections of production, costs and expenses. In light of the risks and uncertainties associated with forward-looking statements, readers are cautioned not to place undue reliance upon forward-looking information. In particular, there is no assurance that the private placement will close in the manner or on the terms outlined above; or that either the Preliminary Economic Assessment or the Environmental Impact Assessment will be prepared in a manner acceptable to the Company or any governmental regulatory authority. Although the Company believes that the expectations reflected in the forward-looking statements set out in this press release or incorporated herein by reference are reasonable, it can give no assurance that such expectations will prove to have been correct. The forward-looking statements of the Company contained in this press release, or incorporated herein by reference, are expressly qualified, in their entirety, by this cautionary statement.
SOURCE: Mediterranean Resources Ltd.
For further information:
Chief Executive Officer