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EMPIRE MAKES FINAL PAYMENT TO ACQUIRE 100% OF KARAPINAR AND DEMIRTEPE PROJECTS, TURKEY; FARMS-OUT 51% OF DEMIRTEPE Empire Mining Corp. has made the final payment of $1.5-million (U.S.) to Alacer Gold Corp. to complete the 100-per-cent acquisition of the Bursa licences in Turkey which host the Karapinar copper-porphyry and Demirtepe copper-gold-silver and molybdenum projects, as last announced on Dec. 23, 2011. David Cliff, chief executive officer of Empire Mining, commented: "The acquisition of a 100-per-cent interest in the Bursa licences achieves a major milestone for Empire in advancing the Karapinar and Demirtepe projects, and the final condition to attaining that aim, namely the cash payment, was realized without dilution to shareholders -- an impressive accomplishment given current market conditions." Mr. Cliff further stated, "In addition, we accomplished the critical objective of keeping 100 per cent of Karapinar in Empire's hands." Empire also reports that it has entered into a letter of intent with Columbus Gold Corp., pursuant to which Columbus Gold can earn a 51-per-cent interest in the Bursa licences that host its Demirtepe project by providing a $2-million (U.S.) deposit to Empire and by financing $3-million (U.S.) in exploration expenditures over three years with Empire acting as operator. The parties have agreed that $1.5-million (U.S.) of the deposit is to be used to pay Alacer, and the remaining $500,000 (U.S.) will be used by Empire to finance general working capital and a planned geophysical program at Demirtepe. Upon Columbus Gold having earned a 51-per-cent interest in Demirtepe, a 51-per-cent/49-per-cent joint-venture will be formed, which will be subject to standard dilution provisions. Robert Giustra, the chairman and a director of Empire, is also the chief executive officer and a director of Columbus Gold. At the outset of Empire's consideration of the Demirtepe transaction, Mr. Giustra declared this conflict of interest to the board and removed himself from any discussions pertaining to this matter. The board was also aware that Empire and Columbus Gold share certain officers in common, and thus created a special committee with the authority to consider, negotiate and, if acceptable, approve the terms and conditions of the transaction. Empire understands that Mr. Giustra similarly informed Columbus Gold's board of his conflict and that Columbus Gold pursued a similar path toward the approval of this transaction. The parties have agreed to use best efforts to complete a definitive agreement and to close the transaction within three months of the date of the definitive agreement, failing which Empire will be required to repay the deposit immediately with simple interest of 6 per cent per year unless an extension is agreed to by the parties. Empire has also provided a right of first refusal to Columbus Gold on its Karapinar project, such that in the event that Empire receives an offer from a third party to acquire an interest in or to Karapinar, it will be required to notify Columbus Gold of such terms and offer same thereto, whereby Columbus Gold will have seven days to match such terms. At any time prior to the closing, Empire will have the right to terminate the letter of intent by returning the deposit with 6-per-cent simple interest per year thereon, paying a $250,000 break fee and refunding Columbus Gold's reasonable expenses. In the event of a third party offer on Karapinar, Empire, however, cannot exercise the break fee until Columbus Gold has had the opportunity to consider the third party terms pursuant to the right of first refusal. The letter of intent is subject to TSX Venture Exchange approval, an independent fairness opinion in a form satisfactory to both parties and Empire delivering to Columbus Gold a title opinion. |
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| aus der Diskussion: | Empire Mining Corporation EPC |
| Autor (Datum des Eintrages): | Boersenkrieger (29.03.12 21:52:43) |
| Beitrag: | 111 von 171 (ID:42976397) |
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