ECR Minerals plc is pleased to announce that the sale of its exclusive option over a 100% interest in the Copper Flat copper-molybdenum-gold-silver project in New Mexico, USA to THEMAC Resources Group Ltd (“THEMAC”) has now closed subject to final TSX Venture Exchange (“TSXV”) acceptance, which is expected shortly.
- The sale of ECR’s Copper Flat option to THEMAC has closed and 10.5 million shares plus 10.5 million warrants have been issued in the name of ECR. The closing price of THEMAC shares on 8 March 2011 was C$0.74
- The conversion of 5,582,556 subscription receipts, of which 4 million were held by ECR, to shares and warrants of THEMAC has taken place, subject to final TSXV acceptance
- On receipt of final TSXV acceptance, ECR will receive a total of 14.5 million shares of THEMAC, equivalent to approximately 19.5% of issued shares
- ECR will, in addition, hold a total of 14.5 million warrants of THEMAC exercisable at C$0.28 per share; 10.5 million of the warrants are valid until 4 March 2016 and 4 million are valid until 3 May 2013
- Loans from THEMAC to ECR’s subsidiary, Copper Flat Corporation (“CFC”), totalling approximately US$5.2 million have been deemed repaid as part consideration for the sale; this amount represents expenditure by THEMAC on developing the Copper Flat project and making payments to exercise the option since March 2010
- The guarantee given by ECR in respect of the above loan amount has been released, and the mortgage granted to THEMAC by CFC over the Copper Flat option has been terminated
- - The purchase of 40 million units of THEMAC by Tulla Resources Group Pty Ltd (“Tulla”), which is controlled by Kevin Maloney, a director of THEMAC, for proceeds of C$10.2 million has been completed. Each unit consists of one share and one warrant. Tulla will also provide loan funding of C$5.25 million to THEMAC
On March 1 2011, THEMAC announced that it had received conditional approval from the TSXV for the acquisition of the Copper Flat option from ECR and for the graduation of THEMAC to Tier 2 of the TSXV, subject to: filing of final documentation; completion of the C$10.2 million financing with Tulla; implementation of the C$5.25 million Tulla loan; appointment of a second independent director (completed); and completion of a distribution trade to ensure that THEMAC meets the TSXV’s 10% public float requirement. Once these conditions have all been met, it is anticipated that the TSXV will grant its final acceptance.
The shares and warrants issued to ECR in respect of the sale of the Copper Flat option are subject to a 4-month hold period expiring on 4 July 2011 in accordance with Canadian securities laws. The subscription receipt shares and warrants are not subject to a hold period. All of the shares and warrants issued to ECR are being held in escrow pending receipt of final TSXV acceptance.
Patrick Harford, Managing Director of ECR Minerals plc, comments:
“The Copper Flat project is now positioned in an ideal corporate vehicle for its future development, and we look forward to seeing the project progress over the coming months and years.
THEMAC has embarked on an aggressive programme covering exploration, permitting and project development at Copper Flat, as well as the appointment of highly qualified personnel capable of delivering the project milestones.
Now that the sale of our option over Copper Flat has been completed, the ECR balance sheet is set to be substantially strengthened by the addition of tradeable shares valued at in excess of £6 million based on THEMAC’s current share price.”
About ECR Minerals
ECR is a mineral development company with interests in the USA, Argentina, Indonesia, Thailand and Australia.
For further information please contact:
|ECR Minerals plc|
|Michael Silver, Chairman||Tel:||+44 (0) 20 7929 1010|
|Patrick Harford, Managing Director|
|Stephen Clayson, Chief Financial Officer|
|Daniel Stewart & Company plc|
|Oliver Rigby/Tessa Smith||Tel:||+44 (0) 20 7776 6550|
|Old Park Lane Capital plc|
|Forbes Cutler||Tel:||+44 (0) 20 7518 2603|
|Director of Corporate Broking|
|Blythe Weigh Communications|
|Ana Ribeiro||Tel:||+44 (0)20 7138 3204|
|Barry Kaplan Associates|
|Larry Kaplan||Tel:||+1 732 747 0702|