Silver Predator Closes Definitive Agreements; Receives Conditional Toronto Stock Exchange Listing Approval
CNSX: SPD
VANCOUVER, March 14 /PRNewswire-FirstCall/ - Silver Predator Corp. (CNSX: SPD) ("Silver Predator" or the "Company") is pleased to announce that it has closed the previously announced definitive agreements with Golden Predator Corp. (TSX:GPD "Golden Predator"), Rockhaven Resources Ltd. (TSX-V:RK "Rockhaven") and Strategic Metals Ltd. (TSX-V:SMD "Strategic") under which it has acquired interests in 20 predominantly silver exploration and development properties located in Yukon, Nevada, Mexico and British Columbia (the "Transactions"), and has also received the conditional approval of the Toronto Stock Exchange ("TSX") to list the Company's common shares.
"We are extremely pleased to advance this transaction and move towards listing Silver Predator Corp. on the TSX," said William M. Sheriff, Chairman. "We believe our Nevada Taylor Mine and Mill project combined with significant Yukon properties, including the Plata project, brought together under a partnership of exceptional management from all the contributing companies offers an opportunity for a truly unique investment opportunity."
Transactions with Golden Predator
Silver Predator has acquired significant silver projects in Nevada and Mexico from Golden Predator and its subsidiaries:
- Golden Predator has granted Silver Predator an option to acquire a
100% interest in 261 unpatented mining claims and 4 patented mining
claims located in White Pine County, Nevada, known as the Taylor
Property, subject to certain royalty interests further described
below. The Taylor Property includes a National Instrument ("NI")
43-101 compliant resource of 14.9 MM ounces silver from measured and
indicated mineral resources of 6,433,000 tons grading 2.31 oz/t
silver and 1.9 MM ounces silver from an inferred mineral resource of
757,000 tons grading 2.54 oz/t silver (using a 1.2 oz/t silver cutoff
grade: Hester, 2009). The option is structured as sales of the shares
of Fury Explorations Ltd. ("Fury Canada"), which in turn owns all of
the shares of Anglo Nevada Metals Corporation ("Anglo Nevada").
Anglo Nevada owns the Taylor Property. As consideration for this
option, Silver Predator will issue to Golden Predator 1,000,000 of
its common shares ("Common Shares"). To exercise this option, the
Company must issue, in stages, a minimum of 11,000,000 additional
Common Shares having a minimum aggregate value of $7,254,000 (all
dollar amounts are in Canadian Currency) but subject to a maximum of
17,463,333 shares. On exercise of this option, Silver Predator will
grant to Golden Predator a 2% net smelter return royalty ("NSR") on
all precious metals and 1% NSR on all other metals, except for metals
extracted from claims subject to pre-existing royalties on which
Golden Predator will receive a 1% NSR on precious metals and 0.5% NSR
on all other metals.
- Silver Predator has also acquired, through Anglo Nevada, a 10-year
right to earn a 50% interest in the Taylor Mill Facility from Taylor
Mining Corp. ("Taylor Mining"), a wholly-owned subsidiary of Golden
Predator. The Taylor Mill Facility comprises five mill site claims
and the 1,320-ton-per-day mill complex located thereon. The mill
complex includes primary, secondary and tertiary crushers, eight ball
mills, a leaching and counter-current decant thickening circuit, a
flotation circuit, a maintenance shop, an assay office, an electrical
substation and a mine office. To earn its 50% interest, Anglo Nevada
must incur rehabilitation expenditures, invest operating capital or
pay to Taylor Mining (or some combination of the foregoing) in an
amount equal to the fair market value of the Taylor Mill Facility
(or, to the extent that cash payments are made to Taylor Mining, in
an amount equal to 50% of the fair market value). On Anglo Nevada
acquiring a 50% interest in the Taylor Mill Facility, Anglo Nevada
and Taylor Mining will enter into a joint venture agreement to
operate the Taylor Mill facility.
- Silver Predator has also acquired, through its wholly-owned
subsidiary Silver Predator US Holding Corp. ("SPUS"), the Treasure
Hill and Silver Bow Properties located in White Pine & Nye Counties,
Nevada from Golden Predator US Mines Inc. (a wholly-owned subsidiary
of Golden Predator) ("GPUS") and, through the acquisition of Fury
Exploration (Mexico) S. de R.L. de C.V. ("Fury Mexico"), the
Magistral property located in Jalisco State, Mexico, for an aggregate
of 4,000,000 Common Shares. The Treasure Hill Property consists of
232 patented and unpatented mining claims which are 100% owned by
Golden Predator, and which are subject to existing NSR royalties of
between 2% and 3%. GPUS will retain a 1% net profits interest ("NPI")
on SPUS' interest in the Treasure Hill Property. The Silver Bow
Property consists of lease rights in 73 unpatented lode mining
claims. The underlying owners of the Silver Bow Property retain a 3%
NSR. GPUS will retain a 1% NPI on SPUS' interest in the Silver Bow
Property, unless SPUS exercise its right to purchase the existing
NSR, in which case GPUS will be granted a 1% NSR on all precious
metals and 0.5% NSR on all other metals. Fury Mexico owns 100% of the
Magistral Property, with Southern Silver Exploration Corp. (TSX-V:SSV
"Southern") holding an option to acquire a 65% interest in the
Magistral Property. Provided that Southern exercises its option,
Golden Predator will retain a 1% NPI on Fury Mexico's interest in the
Magistral Property. In the event that Southern drops its option, Fury
Mexico will grant Golden Predator a 2% NSR on all precious metals and
1% NSR on all other metals on the Magistral Property.
Transactions with Rockhaven
Silver Predator has acquired significant silver projects in Yukon from Rockhaven:
- Rockhaven has granted the Company's wholly-owned subsidiary, Silver
Predator Canada Corp. ("SPCC") an option to acquire a 100% interest
in 280 quartz mining claims located in the Mayo Mining District,
Yukon and known as the Plata Project. A total of 35 silver+lead+/-
gold-bearing vein and bulk tonnage zones have been discovered to date
on the Plata Project, and many prospective geochemical and
geophysical anomalies are undrilled. Historic records show that
between 1976 and 1984 production at Plata totaled 290,000 ounces
silver from high-grade vein material extracted from shallow open cuts
(Carlson, 2010). Numerous similarities exist between the silver-lead
veins discovered at Plata and those found in the Keno Hill Silver
District, Canada's second largest historic primary silver camp,
located 140 km to the west of Plata. As consideration for this
option, SPCC will deliver to Rockhaven 500,000 Common Shares. To
exercise this option, SPCC must deliver, in stages, a minimum of
5,500,000 additional Common Shares having a minimum aggregate value
of $3,627,000 but subject to a maximum of 8,731,667 shares. On
exercise of this option, SPCC will grant to Rockhaven a 2% NSR on all
precious metals and 1% NSR on all other metals.
- Silver Predator has also acquired, through SPCC, a 100% interest in
four separate prospective mineral properties represented by 224
quartz mining claims located in the Watson Lake and Mayo Mining
Districts, Yukon, including the Groundhog, Cyr and Grayling carbonate
replacement deposit targets and the Zap Project located 16 km
northwest of ATAC Resources Ltd.'s (TSX-V:ATC) Rau Project. As
consideration, SPCC will deliver to Rockhaven 2,000,000 Common
Shares. Rockhaven will retain a 2% NSR on all precious metals and 1%
NSR on all other metals.
Transactions with Strategic
Silver Predator has acquired significant silver projects in Yukon from Strategic:
- Strategic has granted SPCC an option to acquire a 100% interest in
256 quartz mining claims located in the Rancheria Silver-Lead-Zinc
District, which straddles the British Columbia/Yukon border, known as
the Quarterback, Blue Heaven and Ranch Properties. As consideration
for this option, SPCC will deliver to Strategic 500,000 Common
Shares. To exercise this option, SPCC must deliver, in stages, a
minimum of 5,500,000 additional Common Shares having a minimum
aggregate value of $3,627,000 but subject to a maximum of 8,731,667
shares. On exercise of this option, SPCC will grant to Strategic a 2%
NSR on all precious metals and 1% NSR on all other metals.
- Silver Predator has also acquired, through SPCC, a 100% interest in
eight separate prospective mineral properties represented by 145
quartz mining claims located in the Watson Lake and Mayo Mining
Districts, Yukon, and the Liard Mining Division, British Columbia,
including the Touchdown, Pigskin, and Shar Properties. As
consideration, SPCC will deliver to Strategic 2,000,000 Common
Shares. Strategic will retain a 2% NSR on all precious metals and 1%
NSR on all other metals.
Readers are referred to the Company's news release dated August 3, 2010 for additional details on the above Properties.
Board of Directors
Concurrent with the closing of the Transactions, Douglas Eaton and Robert Carne were appointed to the board of directors of the Company, joining William M. Sheriff, Chairman, John W. Legg, Piers McDonald and Louis A. Lepry, Jr.
Conditional Listing
Listing of the Common Shares is subject to compliance with all TSX requirements, including receipt by the TSX of all required documentation by June 9, 2011. The Company will notify its shareholders as soon as the date for trading on the TSX has been confirmed. Once listed, the Company's Common Shares will continue to trade under the symbol "SPD" and will be de-listed from the CNSX.
Multilateral Instrument 62-103 Disclosure
As described above, Golden Predator and GPUS have acquired and now hold, collectively, 5,000,000 common shares of the Company, representing approximately 17.8% of the Company's issued and outstanding shares. Golden Predator is a widely-held, TSX listed British Columbia corporation engaged in the business of acquiring, exploring and developing mineral natural resource properties. GPUS is a Nevada corporation and a wholly-owned subsidiary of Golden Predator. The securities acquired will be held for investment purposes. Golden Predator and/or GPUS may, depending on market and other conditions, increase or decrease its ownership of the Company's securities, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities. The value of the securities issued is $4,500,000. The above disclosure is being issued pursuant to Multilateral Instrument 62-103, which also requires a report containing additional information with respect to the foregoing matters to be filed with the B.C. Securities Commission, the Alberta Securities Commission and the Ontario Securities Commission. The address of Golden Predator and GPUS is 1100-888 Dunsmuir Street, Vancouver British Columbia V6C 3K4.
The technical content of this news release has been reviewed and approved by Corwin (Cor) Coe, A.Sc.T., B.Sc., P.Geo., the Company's President and Chief Executive Officer and a Qualified Person as defined by National Instrument 43-101.
About Silver Predator Corp.
Silver Predator Corp.'s corporate mandate is to explore and develop commercially viable silver resources in the leading silver districts of Yukon, Canada and Nevada, USA. Working within stable geopolitical jurisdictions, Silver Predator will focus on silver-dominant bulk tonnage and/or high grade opportunities. Proven management plus access to unparalleled geological talent in the Yukon and extensive experience in Nevada provide the ability to maximize shareholder value from the Company's quality asset base.
The CNSX has in no way passed on the merits of these proposed transactions and has neither approved nor disapproved the contents of this news release.
Forward-Looking Statements
This news release contains certain forward-looking information and statements with the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "confident", "might", "proposed" and similar expressions are intended to identify forward-looking information or statements. In particular, but without limiting the foregoing, this news release contains forward-looking information and statements pertaining to the proposed transactions.
The forward-looking information and statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks and uncertainties, which could cause actual results to differ materially from those anticipated and described in the forward-looking statements. Such information and statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information or statements. These include, but are not limited to, risks associated with fluctuations in the market price of the Company's common shares, commodity price and exchange rate fluctuations and uncertainties and risks relating to the outcome of the Transactions on the market price, marketability and liquidity of the Company's common shares. The forgoing list of assumptions, risks and uncertainties is not exhaustive. The forward-looking information and statements contained in this news release speak only as of the date of this news release, and the Company assumes no obligation to update publicly or revise any forward-looking information or statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
SOURCE Silver Predator Corp.
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