ADVFN Logo ADVFN

We could not find any results for:
Make sure your spelling is correct or try broadening your search.

Trending Now

Toplists

It looks like you aren't logged in.
Click the button below to log in and view your recent history.

Hot Features

Registration Strip Icon for discussion Register to chat with like-minded investors on our interactive forums.

LOI Petromaroc Corp Pl

0.00
0.00 (0.00%)
Share Name Share Symbol Market Type
Petromaroc Corp Pl TSXV:LOI TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Highland Copper Enters Into Letter of Intent to Form a Joint Venture with AMCI and Announces Amendments to the Copperwood Acq...

29/05/2014 10:55pm

Marketwired Canada


NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA

Highland Copper Company Inc. (TSX VENTURE:HI) ("Highland" or the "Company") is
pleased to announce that it has signed a non-binding letter of intent ("LOI")
with AMCI Holdings Inc. ("AMCI") to form a joint venture (the "JV") whereby
Highland and AMCI will develop Highland's projects in the Upper Peninsula of
Michigan.


David Fennell, executive chairman, commented, "We believe AMCI and Highland will
be great partners in the redevelopment of a significant copper production
district in the Upper Peninsula of Michigan. AMCI brings both financial strength
and complementary technical capability to the projects. The earn-in terms of the
JV are a demonstration of the value today and potential of the future."


Pursuant to the terms of the LOI, it is expected that Highland and AMCI will
have equal participation in the JV entity. Highland would contribute to the JV
all of its interests in mineral projects in Michigan. AMCI would contribute
US$45 million to the JV, of which US$5 million would be contributed by September
25, 2014 and US$40 million by December 15, 2014 (the "AMCI Funding Completion
Date"). Between now and September 25, 2014 (the "Exclusivity Period"), Highland
has agreed to deal exclusively with AMCI with respect to the JV transaction.


Highland would grant to AMCI a number of common share purchase warrants which
would vary between 7 million and 10 million depending on the date of the AMCI
Funding Completion Date, with a strike price of C$0.80 (subject to any
adjustment of the price as required by the TSXV) for a term expiring on June 30,
2016 (subject to Highland's right to accelerate the expiry date under certain
circumstances). Issuance of 10 million and 7 million warrants correspond to AMCI
Completion Dates of September 30, 2014 and December 15, 2014 respectively,
providing AMCI an incentive to accelerate closing.


AMCI has completed its initial due diligence review to its satisfaction. During
the Exclusivity Period, AMCI is entitled to complete confirmatory due diligence
on the projects.


Upon formation of the JV, a governance committee consisting of four members (two
members to be appointed by each of Highland and AMCI) would be formed and would
determine overall policies, objectives and actions of the JV. It is expected
that Highland will be the operator.


The LOI is intended to serve as a basis for the negotiation and execution of a
definitive joint venture agreement which would include a number of customary
conditions precedent, including approval of the TSX Venture Exchange and all
other required regulatory, corporate, security holder and other third party
approvals. 


Amendments to the agreement to acquire the Copperwood project 

Highland also announces that it has agreed with Orvana Minerals Corp. ("Orvana")
to amend the terms under which Highland will acquire all rights, title and
interest in the Copperwood Project ("Copperwood") through the acquisition from
Orvana of all of the outstanding shares of Orvana Resources US Corp. (the
"Acquisition"). As previously announced, in consideration for the Acquisition,
Highland had agreed to pay Orvana up to US$25 million, consisting of a base
consideration of US$20 million to be paid in cash at closing and an additional
consideration of up to US$5 million. Highland and Orvana have now agreed that
the US$20 million base consideration will be paid as follows: US$13 million in
cash at closing (plus any additional proceeds in excess of US$21,000,000 that
Highland may get from a third tranche of its previously announced non-brokered
private placement) and US$7 million (less any excess payment made at closing) by
a secured promissory note (the "Note"). The Note will mature on December 15,
2014 and will bear interest at an annualised rate of 13.5% on the outstanding
amount from issuance of the Note until September 30, 2014 and, if still
outstanding, thereafter will bear interest at an annualized rate of 17.5%.
Highland may have to repay the Note, partially or totally, before maturity with
the raising of additional capital. The Note will be secured by a first priority
security interest over all of the assets of Orvana Resources US Corp and a
pledge of 100% of the shares being acquired. 


The other terms of the Acquisition remain unchanged. Subject to receipt of all
required approvals and Highland having raised no less than C$18 million, the
Company and Orvana expect to close the Acquisition on or before June 13, 2014. 


AMCI as a strategic shareholder and Financing Update

In a separate transaction, AMCI has agreed, subject to certain conditions, to
subscribe for common shares of Highland at a price of C$0.50 per share for up to
approximately US$5 million as part of Highland's previously announced
non-brokered private placement. AMCI will become a strategic shareholder of
Highland holding approximately 9.9% of Highland's issued shares after completion
of the third tranche of the private placement which is now expected to close on
or about June 12, 2014, for an aggregate amount of up to C$25 million. 


AMCI is a privately owned resources company founded in 1986 with long-term
investments in a variety of industrial commodities, particularly in iron, coal,
and copper. Mr. Brian Beem, managing director, stated that "In our review,
Highland's Michigan copper assets are unique in that they cover an extremely
large area with most of the critical infrastructure in close proximity, and in a
state having a long and proud history of mining. The JV would be the foundation
under which Highland and AMCI will work together to achieve a common goal of
turning our projects into productive mines."


ABOUT HIGHLAND

Highland Copper Company Inc. is a Canadian exploration company focused on
exploring and developing copper projects in the Upper Peninsula of Michigan,
U.S.A. Highland has recently completed the interim closing of the White Pine
Project and has entered into an agreement to acquire the Copperwood project.
Additional information about Highland is available on the Company's website at
www.highlandcopper.com and on SEDAR at www.sedar.com 


CAUTIONARY STATEMENT

The common shares offered in the previously announced private placement have not
been and will not be registered under the U.S. Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent registration
or applicable exemption from the registration requirements. This press release
shall not constitute an offer to sell or the solicitation of an offer to buy nor
shall there be any sale of the common shares in any jurisdiction in which such
offer, solicitation or sale would be unlawful. Any public offering of securities
to be made in the United States must be made by means of a prospectus containing
detailed information about the Company and management, as well as financial
statements.


Certain statements contained in this press release constitute forward looking
information under the provisions of Canadian securities laws. Such statements
include without limitation: the Company's plans and objectives to complete a
joint venture with AMCI and plans to complete the acquisition of the Copperwood
project and a non-brokered private placement; statements about the redevelopment
of a significant copper production; the long-term potential of Highland's
project; and other statements and information regarding anticipated results
regarding the Company's operations and exploration. Such statements reflect the
Company's views as at the date of this press release and are subject to certain
risks, uncertainties and assumptions, and undue reliance should not be placed on
such statements. Actual results may be materially different from those currently
anticipated. Many factors, known and unknown could cause the actual results to
be materially different from those expressed or implied by such forward looking
statements. Such risks include, but are not limited to: the inability to meet
the conditions to close the acquisition of the Copperwood project, the
availability of financing for additional capital requirements; cost of
exploration and development programs; mining risks; risks associated with
governmental and environmental regulation and obtaining all the necessary
permits for the development of the project; and risks associated with global
economic growth. The Company does not intend, and does not assume any
obligation, to update these forward-looking statements and information, except
as required by law. Accordingly, readers are advised not to place undue reliance
on forward-looking statements. 


Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.


FOR FURTHER INFORMATION PLEASE CONTACT: 
David Fennell, Executive Chairman
1.450.677.2455


James Crombie, Interim President
1.450.677.2455
info@highlandcopper.com
www.highlandcopper.com

1 Year Petromaroc Corp Pl Chart

1 Year Petromaroc Corp Pl Chart

1 Month Petromaroc Corp Pl Chart

1 Month Petromaroc Corp Pl Chart

Your Recent History

Delayed Upgrade Clock