Champion and Fancamp Enter Into Letter of Intent for Champion's Acquisition of Fancamp's Joint Venture Interest in the Fermont Properties and Subscription for Private Placement in Fancamp
(firmenpresse) - TORONTO, ONTARIO -- (Marketwire) -- 05/09/12 -- CHAMPION MINERALS INC. (TSX: CHM)(FRANKFURT: P02) ("Champion") and FANCAMP EXPLORATION LTD. (TSX VENTURE: FNC) ("Fancamp") are pleased to announce that they have entered into a letter of intent for Champion to: (i) acquire Fancamp's 17.5% joint venture interest in the Fermont Properties (the "Acquisition") in consideration for 14,000,000 common shares and 7,000,000 non-transferable warrants, (ii) subscribe for 10,000,000 units (each consisting of one common share and one non-transferable warrant) of Fancamp for gross proceeds of $3,000,000 (the "Private Placement"), and (iii) waive its right to buy-down one-third (representing a 0.5% royalty interest) of Fancamp's 50% interest in the 3% royalty (the "Royalty") on the iron production from the Fermont Properties in consideration of the issuance of 8,000,000 common shares of Fancamp (the "Royalty Waiver"). All securities acquired in these transactions would be subject to a lock-up agreement for a period of six years following the closing date.
The Fermont Properties consist of 17 iron-rich mineral concessions, totalling approximately 714 square kilometres in the Fermont Iron Ore District of northeastern Quebec, located 250 kilometres north of Port-Cartier and 60 km southwest of the town of Fermont. Currently, Champion holds an 82.5% interest in the Fermont Properties and Fancamp holds the remaining 17.5% interest. On completion of the Acquisition, Champion will hold an undivided 100% interest in the Fermont Properties, subject to the Royalty.
Tom Larsen, Champion's President and CEO commented, "Our agreement with Fancamp which would result in Champion's 100% ownership of the Fermont Properties will allow our project team to focus on advancing Fire Lake North to detailed feasibility study later this year and give us increased flexibility in arranging for development partners and sale of the iron ore concentrate. Also, Champion's investment in Fancamp builds on our existing partnership and will permit Champion shareholders to participate in future royalty cash flow from all Fermont Properties and the development of Fancamp's Magpie Project containing a substantial iron-titanium deposit."
Fancamp's President, Peter H. Smith, stated, "This agreement with Champion will complete our contributory phase of Fancamp's share of the Fermont Joint Venture, locking in the value of a significant share of this immense asset originally staked by Fancamp as a grassroots project, a rather remarkable achievement in a short period of time. This arrangement will permit Fancamp shareholders to benefit from the expertise and experience of Champion's project team to build and operate the Fire Lake North Project and fully participate in the royalty stream from all Fermont Properties."
Acquisition Highlights
Private Placement Highlights
Waiver of Right Highlights
The transactions remain subject to several conditions, being (i) the satisfactory completion of due diligence by each of Champion and Fancamp, (ii) the negotiation and execution of mutually satisfactory definitive agreements, and (iii) the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange for Champion and of the TSX Venture Exchange for Fancamp. It is anticipated that the closing will take place on or about May 10, 2012.
About Champion Minerals Inc.
Champion Minerals is an iron ore exploration and development company with offices in Montreal and Toronto, and is focused on developing its significant iron ore resources in the provinces of Quebec and Newfoundland and Labrador. The Company's projects include: the Fermont Projects in Quebec; and the Attikamagen Iron Property in Quebec and Labrador. Champion's Fermont Projects, including the flagship Fire Lake North Project, are located in Canada's major iron ore producing district, in close proximity to three producing mines. Champion's team and advisory board includes mining and exploration professionals with substantial iron ore expertise to effectively advance the Fire Lake North Project into production.
Please visit Champion's website at .
About Fancamp Exploration Ltd.
Fancamp Exploration Ltd. is a Canadian exploration company with an exceptional inventory of resource projects in various stages of development, acquired usually by staking, with the Company adding value through exploration and includes the following commodities; hematite magnetite iron formations, titaniferous magnetite and hematite, nickel/copper/PGM, chromite, VMS and gold.
Please visit Fancamp's website at .
The statements made in this news release that are not historical facts are "forward-looking statements" and readers are cautioned that any such statements are not guarantees of future performance, and that actual developments or results, may vary materially from those in these "forward-looking" statements. This news release includes certain information that may constitute "forward-looking information" under applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements about the Acquisition, Private Placement, Royalty Waiver and other aspects of the letter of intent. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information, including the risks identified in the companies' annual information forms, management discussion and analysis and other securities regulatory filings by the companies on sedar (including under the heading "Risk Factors" therein). There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information contained in this press release is given as of the date hereof and is based upon the opinions and estimates of management of the companies and information available to management as at the date hereof. Each of the companies disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
This press release has been prepared jointly by Champion Minerals Inc. and Fancamp Exploration Ltd. and no regulatory authority has approved or disapproved the information contained herein.
Contacts:
For further information about Champion:
Champion Minerals Inc.
Thomas G. Larsen
President and CEO
(416) 866-2200
Champion Minerals Inc.
Jorge Estepa
Vice-President
(416) 866-2200
For further information about Fancamp:
Fancamp Exploration Ltd.
Peter H. Smith, Ph.D., P.Eng.
President
(514) 481-3172
Bay Street Connect Investor Relations
Michael D'Amico
(647) 500-6023
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Datum: 09.05.2012 - 11:30 Uhr
Sprache: Deutsch
News-ID 144343
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contact information:
Town:
TORONTO, ONTARIO
Kategorie:
Mining & Metals
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"Champion and Fancamp Enter Into Letter of Intent for Champion's Acquisition of Fancamp's Joint Venture Interest in the Fermont Properties and Subscription for Private Placement in Fancamp"
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