Tiger Gold Corp press release
COPPER REEF MINING CORPORATION ANNOUNCES AGREEMENT WITH FORAN MINING CORPORATION
TSXV - TSX Venture Exchange · Canada
Oct. 22, 2010 (TheNewswire.ca) --
Copper Reef Mining Corporation (CNSX: CZC) ("Copper Reef" or the "Company") announces that it has entered into an agreement of purchase and sale with Foran Mining Corporation ("Foran") (TXS-V: FOM) under which it has agreed to sell to Foran:-
(i) its 25% undivided participating interest in the Hanson Lake Joint Venture which contains the McIlvenna Bay Zn-Cu deposit. The Hanson Lake JV is located on 26 mining claims encompassing 12,950 hectares in Saskatchewan, about 80 kilometres by all-weather road west of Flin Flon, Manitoba. This will provide Foran with a 100% ownership and exclusive control of the Hanson Lake JV;
(ii) the North Hanson Lake claim block (consisting of a single claim encompassing 859 hectares) located approximately three kilometres north and on strike with the McIlvenna Bay deposit. This Property will add to Foran's large land package in this underexplored camp;
(iii) 3,000,000 fully paid and non-assessable shares in the capital stock of Copper Reef which, when added to the shares of Copper Reef currently held by Foran make it one of Copper Reef's largest shareholders. From this share issue and its current large share position in Copper Reef, Foran will benefit from any developments or discoveries Copper Reef may make on the Manitoba properties Copper Reef receives from Foran, as well as from the other large property holdings Copper Reef currently holds in the Flin Flon Belt. Under this agreement Foran will vote their combined share position of approximately 6.8 million shares in favour of Copper Reef's management and
(iv) a right of first refusal on any proposed sale by Copper Reef of its Net Tonnage Royalty of 75¢ per tonne (referred to below). There is no buy out assigned to this Net Tonnage Royalty.
In return for the foregoing Copper Reef will receive from Foran on Closing:-
(i) $1,000,000 in cash;
(ii) 4,000,000 fully paid and non-assessable shares of Foran which, under the agreement, Copper Reef will vote in favour of Foran's management.
(iii) 5 mining properties in Manitoba; and
(iv) a Net Tonnage Royalty equal to 75¢ for each tonne of ore drawn from the former Hanson Lake Joint Venture properties.
The Agreement is subject to regulatory approval for both parties.
Copper Reef is supportive of the Agreement firstly, because it provides it with one million dollars on Closing, part of which may be used in further exploration work on its Hanson Lake Property of which it retains 100% ownership. A 20,000 foot diamond drill project is currently underway on this highly prospective copper property. Secondly and perhaps foremost, it supports these arrangements because it provides Copper Reef with both the Net Tonnage Royalty and through the 4,000,000 Foran shares the upside in the development and discoveries of Foran on the Hanson Lake JV property and/or the McIlvenna Bay deposit. This eliminates the need for Copper Reef to meet future large financial commitments to the JV or be diluted to only the Net Tonnage Royalty. This greatly mitigates the risk of only ending up with the Net Tonnage Royalty should market conditions worsen, making it difficult to raise the capital needed to meet Copper Reef's share of the JV expenditures. Finally, it supports the Agreement because the 5 Manitoba properties Copper Reef has selected are well known to Copper Reef's management and will compliment Copper Reef's land holdings in the Central Flin Flon greenstone belt as well as the Lynn Lake Belt. Copper Reef believes there remain on these properties acquired from Foran, either untested targets or further potential for extending existing mineralization. A minimum of $400,000 of the $1,000,000 received from this transaction will go towards airborne surveys and drilling of these properties and targets following Closing and the receipt of necessary permits. Copper Reef's management believes that this transaction with Foran offers the most upside of the alternatives available for both companies, given Copper Reef's minority position is more valuable to Foran than any other third party.
REQUSITION OF A SHAREHOLDERS MEETING TO REPLACE COPPER REEF BOARD
Copper Reef is also announcing that two shareholders (Bill Ballard and Northfield Capital) have submitted a notice requisitioning a meeting of shareholders of Copper Reef dated October 20, 2010. The purpose of the meeting is stated to be "to remove the existing directors of the Corporation from office and to elect those persons to be proposed by the undersigned as directors of the Corporation". The requisition has not disclosed any reasons for the removal of the directors of the Corporation.
ABOUT COPPER REEF MINING CORPORATION
Copper Reef is a Canadian junior mineral exploration company with a specific focus on mineral properties in Northwest Manitoba and Northeast Saskatchewan, Canada. All of the Company's properties are currently at the exploration stage. The Company has no long-term debt and has assembled a portfolio of base metal and precious metal prospects, including strategic locations in the both Manitoba and Saskatchewan.
Copper Reef Mining Corporation
Stephen L. Masson M.Sc. P.Geo.
President & CEO
No stock exchange or securities regulatory authority has reviewed or accepted responsibility for the adequacy or accuracy of this release. Some of the statements contained in this release are forward-looking statements, 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.
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