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VANCOUVER, June 14 /CNW/ - Mira Resources Corp. (NEX: MRP-H) (the "Company") announces that the Company anticipates that it will not be in a position to satisfy the Release Conditions (as defined below) of its previously issued subscription receipts (each, a "Subscription Receipt") by July 8, 2010 (the "Termination Date") and has provided a direction to Computershare Trust Company of Canada (the "Subscription Receipt Agent") stating that the Proceeds (as defined below) from the Subscription Receipts are to be returned to the holders of the Subscription Receipts, together with interest. The Subscription Receipts were sold for Cdn$0.30 per Subscription Receipt for total gross proceeds of $15,000,000 (the "Proceeds"). The Proceeds are currently held in escrow by the Subscription Receipt Agent.
Pursuant to the subscription receipt agreement (the "Subscription Receipt Agreement") dated November 10, 2009, as amended on February 5, 2010 and April 7, 2010, among the Company, Haywood Securities Inc. and the Subscription Receipt Agent the Proceeds were o be released to the Company upon the Company obtaining the onshore Tano Basin concession in Ghana (the "Onshore Tano Basin Concession"), which the Company has an interest in obtaining due to oil and gas prospectivity, and reactivation of the Company and the listing of its common shares for trading on the TSX Venture Exchange (collectively, the "Release Conditions").
Although the Company has been in active discussions with the Ghana National Petroleum Corporation ("GNPC") and other interested parties in respect of the Onshore Tano Basin Concession, due to delays beyond the Company's control, negotiations have taken considerably longer than anticipated and the Company anticipates that it will not obtain the Onshore Tano Basin Concession before the Termination Date.
The Company previously sought and obtained the approval of holders of the Subscription Receipts to extend the Termination Date from February 8, 2010 to April 8, 2010 and subsequently to July 8, 2010. The Company's President and CEO, Johnathan More, commented that "although the Company will continue to pursue the Onshore Tano Basin Concession we do not believe that it is appropriate for the Company to seek a further extension of the Termination Date as the Company is not in a position to anticipate when the GNPC will finalize the MOU that is required in order for the Company to obtain the concession and as such we have directed the Subscription Receipt Agent to return the proceeds prior to the Termination Date. We regret that we were not in a position to obtain the concession prior to the Termination Date".
Pursuant to the Subscription Receipt Agreement, the Termination Date will be today's date. The conversion of the Subscription Receipts for common shares and warrants of the Company is terminated and cancelled and each Receiptholder shall receive on or before 5:00 p.m. (Vancouver time) on June 17, 2010, a payment in the aggregate amount of (i) the aggregate subscription price in respect such holder's Subscription Receipts; and (ii) such holder's pro rata share of any earned interest, less applicable withholding taxes, if any.
The Company intends to continue to assess potential resource property acquisitions and details of transactions relating to oil and gas concessions will be contained in press releases to be issued by the Company from time to time.
Cautionary Note Regarding Forward-Looking Statements This press release includes certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and Canadian securities laws. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual events and results to differ materially from the Company's expectations include risks related to the exploration stage of the Company's projects; market fluctuations in prices for securities of exploration stage companies; and uncertainties about the availability of additional financing.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE MIRA RESOURCES CORP.
For further information: For further information: Johnathan More, President and CEO, Telephone: (604) 687-7742, Facsimile: (604) 662-3904