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Uruguay Mineral Exploration and Fortune Valley merger deal signing delayed by 1 week to Nov 6

Last updated: 19:55 02 Nov 2009 GMT, First published: 20:55 02 Nov 2009 GMT

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Uruguay Mineral Exploration Inc (TSX-V: UME; LSE: UGY) said the signature with Fortune Valley Resources Inc (TSX-V: FVX) of the agreement to combine their businesses has been rescheduled for November 6 2009, extending the deadline from October 30. Due diligence is still being undertaken by both parties and they expect to sign the agreement on or before the new date, Uruguay Mineral said.

The merger to create significant Latin American focused gold producer was announced on October 13. A newly combined group would have the financial and technical resources to develop its business and capitalise on growth opportunities in Latin America. Additionally the group would have no debt and no hedging, with approximately C$8m of cash.

Uruguay Minerals intends to acquire all of the issued and outstanding common shares of Fortune Valley. Under the terms of a letter of intent signed by the two companies, it is proposed that Fortune Valley shareholders will receive approximately 0.456 UME common shares for each common share of Fortune Valley held. The offer represents a purchase price of approximately C$0.23 per Fortune Valley share valuing Fortune Valley at approximately C$8.2m.

Uruguay Minerals Exploration has a production profile of at least 190,000 ounces of gold over the next four years in Uruguay. Their principle operation is the San Gregorio gold operation, which is located within the Isla Cristalina Belt.

The San Gregorio property comprises a number of open pit mines and a processing plant. The mineralized system covers a 7km shear zone with three major deposits identified to date - Arenal, San Gregorio and Santa Teresa, which have collectively produced more than 800,000 ounces of gold.

Fortune Valley is acquiring the Pantanillo property in the Maricunga Belt in Chile through an option agreement from a subsidiary of Anglo American Plc (LSE: AAL). Based on historic exploration work conducted by Anglo American and Kinross Gold (NYSE: KGC), the potential mineral deposit at Pantanillo is estimated at between 2.18 to 2.95 million ounces of gold. The current resource estimates is conceptual in nature as there has been insufficient exploration to define a NI 43-101 mineral resource compliant.

Uruguay Minerals has provided Fortune Valley interim financing in the form of a convertible debenture of C$250,000 to complete the acquisition of the option on the Pantanillo property.

The proposed merger would result in Latin American operating gold producer, with a profile of at least 190,000 ounces over the four years to May 31, 2013. The open pit operations at the San Gregorio mine in Uruguay has the potential to significantly improve this production profile and reduce cash costs with the development of the Arenal Deeps underground deposit.

In Chile a planned exploration and development program will target the definition of an NI 43-101 compliant mineral resource. The program is expected to commence within 3 months of completing the transaction. The objective is to create a second production asset for the group within 3 to 4 years.

In addition to the new company’s enhanced production capacity there is further growth potential from the combined exploration portfolio in Chile and Uruguay including the Anillo project in Northern Chile which neighbours the El Peñón mine operated by Yamana Gold Inc (LSE: YAU, NYSE: AUY).

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