Miocene Metals Announces Extension of Line of Credit from
Wallbridge Mining and Private Placement Financing
TORONTO, Jan. 18, 2013 /CNW/ - Miocene Metals Limited
(TSX-V: MII) (the "Company" or "Miocene Metals") today
announced it has reached an agreement with its major shareholder,
Wallbridge Mining Company Limited, on an extension of the terms of
the line of credit facility ("LOC") with Wallbridge. In
addition to the extension of the LOC, the Company announced its
intention to complete a non-brokered private placement to raise
gross proceeds totaling up to C$300,000 to fund general working capital (the
"Offering").
The Company continues in its efforts to secure
major partner funding for its exploration efforts on its
British Columbia properties.
Large mineralized porphyry copper-gold alteration systems have been
identified on both the Mackenzie and Rogers Creek properties, and
these properties will be the focus of future exploration
programs.
The Offering will consist of up to 6,000,000
Units, with each Unit comprised of one non-flow-through common
share of the Company and one common share purchase warrant (a
"Warrant").
Each Unit is priced at $0.05. Each Warrant will entitle the holder
thereof to purchase one common share of the Company at a price of
C$0.10 at any time prior to
5:00 p.m. (Toronto time) on the date that is 36 months
from the Closing Date (as defined below).
The proceeds received by the Company from the
sale of the Units and the Warrant portion of the Units will be used
for general working capital purposes.
The securities comprised within the Units will
be subject to a hold period of four months and one day from the
Closing Date in the Offering Jurisdictions (as defined below).
The Offering jurisdictions (the "Offering
Jurisdictions") for the Offering will be the provinces of
British Columbia, Alberta, Ontario, and Quebec.
Payment for and delivery of the Units shall be
made on or before February 15, 2013,
or such other date as may be decided by the Company (the "Closing
Date").
The Offering is subject to TSX Venture Exchange
("TSXV") approval.
Under the agreed upon amendments to the terms of
the LOC, the repayment date has been extended to the earlier of: i)
September 30, 2014 (from March 31, 2013 under the original LOC), or (ii)
immediately upon receipt of any joint venture financing or private
placement financing, (excluding a flow through financing) in either
case which results in net proceeds to Miocene Metals of not less
than C$1,250,000 (the "Maturity
Date"), and the total credit available for advance under the LOC
has been increased from C$1.0 million
to C$1.1 million (of which
$1.0 million has already been drawn
down in 2012). Advances under the Line of Credit in 2013 will be on
a dollar for dollar basis against equity raised by Miocene to a cap
of $100,000. Principal amounts
advanced under the LOC bear interest at the rate of 8% per annum
(calculated annually not in advance) on each principal amount
advanced thereunder calculated from the date of advance until
December 31, 2012 and thereafter at
12% per annum until repayment of such advance in full. In
consideration for extending the Maturity Date of the LOC and the
other amendments to the LOC, Wallbridge has been granted a 1.5% Net
Smelter Return ("NSR") Royalty on the Company's Mackenzie and Salal
properties. Provided the LOC has been repaid in full (including all
accrued interest thereon), Miocene Metals has the right to buy back
the NSR: i) for C$250,000 at any time
on or before the Maturity Date; (ii) for C$500,000 during the first year after the
Maturity Date; or, (iii) for C$1.5
million at any time thereafter.
About Miocene Metals Limited
Miocene Metals is focused on the exploration of
six porphyry copper-gold-molybdenum properties in south-western
British Columbia that occur within
the Tertiary-aged Cascade Magmatic Arc. The Cascade Arc shares many
geological characteristics with Tertiary-age porphyry belts that
stretch the length of Chile and
Peru in South America and hosts some of the world's
largest porphyry copper-gold-molybdenum deposits. The Cascade
Magmatic Arc hosts a number of significant porphyry Cu-Au and Mo
deposits in Washington State, and
Alaska (Glacier Peak and Margaret,
and Quartz Hill respectively) but remains largely unexplored in
British Columbia.
Neither the TSXV nor its Regulation Services
Provider (as that term is defined in the policies of the TSXV)
accepts responsibility for the adequacy or accuracy of this
release.
FORWARD-LOOKING STATEMENTS
This news release may contain forward-looking
information (including "forward-looking information" within the
meaning of applicable Canadian Securities legislation and
"forward-looking statements" within the meaning of the US Private
Securities Litigation Reform Act of 1995) that involves substantial
known and unknown risks and uncertainties, most of which are beyond
the control of the Company, including, without limitation, those
listed under "Risk Factors" and "Forward-Looking Statements" in the
Company's Final Prospectus and other public filings (collectively,
"forward-looking information"). Forward-looking information in this
news release includes, but is not limited to, information
concerning the Company's expectations regarding the availability of
funding. The Company cautions investors about important factors
that could cause actual results to differ materially from those
projected in any forward-looking statements included in this news
release. Any statements that express, or involve discussions as to,
expectations, beliefs, plans, objectives, assumptions or future
events or performance are not historical facts and may be
forward-looking and may involve estimates, assumptions and
uncertainties which could cause actual results or outcomes to
differ materially from those expressed in such forward-looking
statements. Generally, 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". Such
statements are based on assumptions, estimates, forecasts and
projections made in light of the trends, conditions and expected
developments that are considered to be relevant and reasonable in
the circumstances at the date that such statements are made.
Forward-looking statements are not guarantees of future performance
and such information is inherently subject to known and unknown
risks, uncertainties and other factors that are difficult to
predict and may be beyond the control of the Company. A
number of factors and assumptions may cause actual results, level
of activity, performance or outcomes of the Company to be
materially different from those expressed or implied by such
forward-looking statements. Consequently, undue reliance should not
be placed on such forward-looking statements. These statements
speak only as of the date of this press release and the Company
does not assume any obligation to update or revise them to reflect
new events or circumstances. The Company disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
save and except as may be required by applicable securities
laws.
SOURCE Miocene Metals Limited