Capstone Mining and Far West Mining Approve Acquisition and KORES Agreement
By Capstone Mining Corp., PRNEMonday, June 13, 2011
VANCOUVER, June 14, 2011 -
- 99.22% of Capstone Votes and 97.05%
of Far WestVotes in Favour of the
Transaction
Capstone Mining Corp. (”Capstone”) (TSX: CS) and Far West Mining
Ltd. (”Far West”) (TSX: FWM) are pleased to announce that Far West
received, at the meeting of its securityholders held on June 13,
2011, securityholder approval for the arrangement pursuant to which
Capstone will acquire all of the issued and outstanding common
shares of Far West (the “Arrangement”). 68.88% of the
eligible Far West securities were voted at the Far West meeting,
with 97.05% of the securities being voted in favour of the
Arrangement. The Arrangement is described in the respective
management information circulars of Capstone and Far West, each
dated May 12, 2011.
Capstone also received, at the meeting of its shareholders held
on June 13, 2011, shareholder approval for the issuance of Capstone
common shares to the former securityholders of Far West and to an
affiliate of Korea Resources Corporation (”KORES”) in connection
with the formation of a long-term strategic partnership with KORES
for the development of Far West’s Santo Domingo project in
Chile. 62.53% of the eligible Capstone shares were voted at
the Capstone meeting, with 99.22% of the shares being voted in
favour of the share issuances. Subject to and immediately
following the completion of the Arrangement, KORES (through an
affiliated company) will: (i) acquire a 30% interest in the entity
that will own the Santo Domingo project for cash consideration of
approximately C$195 million to Capstone, and (ii) subscribe for an
approximate 11% interest in Capstone for aggregate cash
consideration of approximately C$175 million.
Closing of the Arrangement and the transactions contemplated
between Capstone and KORES is expected to occur on or about June
16, 2011.
Capstone Mining Corp.
Capstone Mining Corp. is a TSX listed Canadian mining company
whose principal business activity is the production of copper from
the Company’s two producing copper mines: the 100% owned Cozamin
copper-silver-zinc-lead mine located in Zacatecas State, Mexico and
the 100% owned Minto copper-gold-silver mine in Yukon, Canada.
Using its operations as a springboard, Capstone aims to grow
both organically and through mergers and acquisitions: organic
growth through continued mineral resource and reserve expansions at
its operating mines and through the development of its 100% owned
high grade Kutcho copper-zinc-gold-silver deposit in British
Columbia, while M&A provides opportunities to accelerate that
growth profile by combining with other current producers or
acquiring operating mines or development projects. Capstone is
included in the S&P/TSX Global Mining Index and S&P/TSX
Composite Index. Additional information on Capstone Mining
Corp. is available on Capstone’s website at
Far West Mining Ltd.
Far West Mining Ltd. is an international mineral exploration
company headquartered in Vancouver, Canada. Far West is primarily
engaged in the evaluation, acquisition, and exploration of mineral
properties in Chile and Australia. Far West’s main project is the
wholly owned Santo Domingo copper-iron-gold deposit in Chile. The
deposit has indicated resources of 486 million tonnes at a
copper-equivalent grade of 0.57% and inferred resources of 61
million tonnes at a copper-equivalent grade of 0.46% (NI 43-101
compliant, news release dated July 12, 2010). The project is
located at low elevation (1000m), approximately 800km north of
Santiago. There is superior infrastructure nearby, with a paved
highway (1km), power (7km), railway (7km), deep water port (60km)
and smelter (60km), which all provide an ideal scenario for rapid
development of the project. Since the completion of the scoping
study in May 2008, the indicated resource has more than doubled and
the recovery of copper and magnetite iron has been confirmed by
detailed test work. Far West is currently working towards
completing a pre-feasibility study due in Q3 2011 on Santo Domingo
(news release dated April 16, 2011). Additional information
on Far West Mining Ltd. is available on Far West’s website at
Forward-Looking
Statements
This document may contain “forward-looking information” within
the meaning of Canadian securities legislation and “forward-looking
statements” within the meaning of the United States Private
Securities Litigation Reform Act of 1995 (collectively,
“forward-looking statements”). These forward-looking statements are
made as of the date of this document.
Forward-looking statements relate to future events or future
performance and reflect Capstone and Far West management’s
expectations or beliefs regarding future events and include, but
are not limited to, statements with respect to the timing and
implementation of the proposed transaction, the integration of
Capstone and Far West following the transaction, estimation of
mineral reserves and mineral resources, availability of cash flow
to fund capital requirements, the timing and amount of estimated
future production, availability of project financing, and success
of mining and development operations. Assumptions upon which such
forward-looking statements are based include that Capstone and Far
West will be able to satisfy the conditions in the Agreement, that
the required approvals will be obtained from the shareholders of
each of Capstone and Far West, that all third party, court,
regulatory and governmental approvals to the transaction will be
obtained, tax treatment of the transaction and that all other
conditions to completion of the transaction will be satisfied or
waived. Many of these assumptions are based on factors and events
that are not within the control of Capstone or Far West and there
is no assurance they will prove to be correct.
In certain cases, forward-looking statements can be identified
by the use of words such as “plans”, “expects” or “does not
expect”, “is expected”, “budget”, “scheduled”, “estimates”,
“forecasts”, “intends”, “anticipates” or “does not anticipate”, or
“believes”, or variations of such words and phrases or statements
that certain actions, events or results “may”, “could”, “would”,
“might” or “will be taken”, “occur” or “be achieved” or the
negative of these terms or comparable terminology. By their very
nature forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of Capstone and Far West to be
materially different from any future results, performance or
achievements expressed or implied by the forward-looking
statements. Such factors include, among others, risks related to
actual results of current exploration and development activities;
changes in project parameters as plans continue to be refined;
future prices of resources; possible variations in ore reserves,
grade or recovery rates; accidents, labour disputes and other risks
of the mining industry; delays in obtaining governmental approvals
or financing or in the completion of development or construction
activities; as well as those factors detailed from time to time in
Capstone’s and Far West’s interim and annual financial statements
and management’s discussion and analysis of those statements, all
of which are filed and available for review on SEDAR at
each of Capstone and Far West have attempted to identify important
factors that could cause actual actions, events or results to
differ materially from those described in forward-looking
statements, there may be other factors that cause actions, events
or results not to be as anticipated, estimated or intended.
Capstone and Far West provide no assurance that forward-looking
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements.
Accordingly, readers should not place undue reliance on
forward-looking statements.
For further information:
Capstone Mining Corp.
Cindy Burnett, VP Investor Relations
Telephone: +1-604-637-8157
Email: cburnett@capstonemining.com
Website:
Far West Mining Ltd.
Richard Zimmer, President & CEO
Telephone: +1-604-602-9144
Email: info@farwestmining.com
Website:
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