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TORONTO, March 28, 2012 /CNW/ - Vena Resources Inc. ("Vena" or the "Company") (TSX: VEM) (LIMA: VEM) (Frankfurt: V1R) (OTCBB: VNARF) (Xetra®: V1R.DE), a Company with strong partnerships with some of the world's largest mining companies, is pleased to announce that it has signed a definitive agreement with Urban Select Capital Corporation ("Urban Select"), an investment group with offices in Hong Kong, China and Canada (TSXV: CH), to build a new company focused on gold exploration and development in northern Peru. The companies have applied for listing of the shares of Granja Gold Inc. ("Granja Gold") on the TSX Venture Exchange ("TSXV") and will apply to the venture segment of the Lima Stock Exchange soon thereafter.
Urban Select is global investment management, financial advisory and private equity firm focused on investing growth capital into private and public companies in a broad range of sectors including natural resources, renewable energy, chemicals, agriculture and consumer retail services. It is expected that, upon completion of the transaction, Granja Gold will acquire 100% of Vena's shareholdings in Granja de Oro Inversiones Mineras SAC ("Granja de Oro"), a Peruvian company 100% controlled by Vena that owns three early stage exploration projects in northern Peru (Granja Nueva, JR-24 and Masma).
The transaction, among other terms, provides for Granja Gold to issue 10 million shares to Vena in consideration for its interest in Granja de Oro and for an additional 6.3 million performance earn-in shares to be issued to Vena based on certain criteria being achieved in respect of measured or indicated resources included in a future National Instrument 43-101 report.
Granja Gold, utilizing Urban Select as a finder, intends to complete a non-brokered private placement of up to $3,000,000 consisting of up to 20 million common shares of Granja Gold (or subscription receipts convertible into common shares) at a price of $0.15 per unit. Each unit will consist of one common share and one half common share purchase warrant exercisable for a period of two years at a price of $0.30 in the first year or $0.45 in the second year. The proceeds of the private placement will be utilized for exploration and G&A expenses of Granja Gold for the next 12 months and for TSXV listing qualification.
The Granja Gold board of directors includes:
Juan Vegarra, MBA, Chairman & CEO - Mr. Vegarra is a native of Peru and continues to foster his significant base of contacts within both the Peruvian government and the mining industry. Prior to his appointment as Chairman and CEO of Vena in 2003, Mr. Vegarra was an executive at Microsoft Corporation (NASDAQ: MSFT) as director of worldwide sales and marketing. While at MSFT he led the Solution Provider Program. Mr. Vegarra also manages a venture capital firm focused on mining. He holds an engineering degree from the University of Maryland and an MBA from the University of Washington.
Dr. Klaus Zeitler, PhD, Director - Dr. Zeitler was a managing director of Metallgesellschaft AG, a German metals conglomerate and in 1986 founded and was the CEO of Metall Mining, later Inmet, a TSX listed company with assets of over $4 billion and base metal and gold mines throughout the world. Dr. Zeitler joined Teck Corporation in 1997 as Senior Vice President, overseeing exploration and development in Peru, Mexico and the USA. Since retiring in 2002, in addition to being President and CEO of Amerigo Resources Ltd., he was also Chairman of Candente Copper Corp. and Rio Alto Mining Limited. Dr. Zeitler is a member of the Canadian Institute of Mining and Metallurgy and the Prospectors and Developers Association. Dr. Zeitler holds a PhD in economic planning.
Richard Barclay, Director - Mr. Barclay is Executive Vice President and director of China Minerals Mining Corporation ("CMMC") and was the founding President and CEO from October 2006 to March 2011 of Hawthorne Gold Corp. now CMMC. (TSXV: CMV). Prior to these roles from 2004 to 2010, Mr. Barclay was the founding CFO and Director of Adriana Resources Inc., a TSXV listed company with a 10+ billion ton iron deposit in Quebec in joint venture and development with WISCO of China and a Brazilian iron ore port facility in development. He was from 1992 to 1999 the founding President and CEO and a director of Eldorado Gold Corporation, a TSX and NYSE listed intermediate gold producer. He was also a co-founder of Bema Gold Corporation ("Bema"), a TSX and NYSE listed intermediate gold producer where he served as CFO and a director from 1975 to 1992. Bema was acquired by Kinross Gold Corp. in April 2007.
Miguel Grau M., LLB, Director - Dr. Grau leads Estudio Grau, a highly respected Peruvian legal firm specializing in mining, social and labor issues. He studied law and political science at San Marcos University in Lima graduating in 1968; with postgraduate studies at New York University. Dr. Grau acts for and represents several mining and oil and gas companies in Peru including: Royal Dutch Shell Peru as a director since 1981; Rio Tinto Mining and Exploration Limited as its legal representative; Cambior Inc. of Canada; Compañia Minera Milpo S.A.A. of which he was chairman from 2001 to 2002. He is currently also a director of Antamina S.A., Peru's largest mining investment in over 30 years.
Jose Roberto Romaña Letts, Director - Mr. de Romaña, a native of Peru, most recently was a senior executive for Volcan, one of Peru's largest mining companies. Mr. de Romaña has a degree in Management and Finance from St. Edward's University in Austin, Texas.
Andres Tinajero, CMA, MBA, Director - Mr. Tinajero has over 15 years of business experience, having supported a broad range of industries, including mining, not for profit, manufacturing and retail; establishing a strong accounting and business skill set, transitioning into the public sector serving in leadership roles for small and medium sized companies in extractive industries. During this same period, he has served as CFO of a number of start-up and medium-sized public companies across Canada. He currently serves as a director for Lakeside Minerals. Mr. Tinajero has a degree in Business Administration and an MBA, and is also a Member of the Canadian Institute of Certified Management Accountants, and he is currently enrolled in the Director's Program through the University of Toronto.
The TSX does not accept the responsibility for the adequacy or accuracy of this release. Statements in this press release regarding the Company's business, plans, intentions, proposed Offering and use of proceeds thereof, which are not historical facts are "forward-looking statements" that involve risks and uncertainties, such as estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements. These forward-looking statements are made as of the date hereof and the Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws. Information identifying risks and uncertainties relating to the Company's business are contained under the heading "Risk Factors" in the Company's current Annual Information Form and its other filings with the various Canadian Securities Regulators, which are available online at www.sedar.com
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