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MMC Multiplied Media Corporation

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Share Name Share Symbol Market Type
Multiplied Media Corporation TSXV:MMC TSX Venture Common Stock
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Trevali Closes Acquisition of Maple Minerals to Acquire Modern 3,000 Tonne-Per-Day Caribou Mill Complex and Mine in New Bruns...

05/11/2012 1:36pm

Marketwired Canada


Trevali Mining Corporation ("Trevali" or the "Company")
(TSX:TV)(TSX:TV.WT)(OTCQX:TREVF)(LMA:TV)(FRANKFURT:4TI) is pleased to announce
that it has completed the acquisition of Maple Minerals Corporation ("Maple"), a
private New Brunswick incorporated company, that owns the 3,000 tonne-per-day
Caribou mill and mine complex located in the Bathurst Mining Camp of northern
New Brunswick (herein, the "Transaction").


Pursuant to the terms of a combination agreement dated May 14, 2012, a
wholly-owned subsidiary of Trevali, Trevali Mining (New Brunswick) Ltd., and
Maple have amalgamated in a three cornered amalgamation with Trevali, and
Trevali has issued to the former shareholders of Maple 20,000,010 common shares
of Trevali and 3,999,986 common share purchase warrants with each warrant
exercisable at $2.00 per share for one year following the closing date
("Closing") of the Transaction. Based on the closing price of Trevali on the
Toronto Stock Exchange ("TSX") on November 2, 2012, the Transaction implies an
acquisition price of approximately $22 million for Maple. Trevali shares issued
under the Transaction are subject to a lock-up agreement and the former
principal shareholders of Maple receiving Trevali shares are also subject to
voting support and stand-still agreements (see Transaction Details).


"We are extremely pleased to complete the acquisition of this highly strategic
asset as we continue to consolidate our position within the Bathurst Mining
Camp. The modern Caribou Mill provides Trevali with a cost-effective, fast-track
milling solution for our New Brunswick operating unit, and it positions the
Company to maximize shareholder value in light of anticipated near-term global
zinc deficits," stated Dr. Mark Cruise, Trevali's President and CEO. "We look
forward to continued positive relationships with the Province of New Brunswick
and our Mi'gmag First Nation partners in order to expand Trevali's operations in
a timely and responsible manner. As stated previously, subject to receipt of all
necessary approvals and permits, Trevali is confident that it can quickly
provide an additional 120-150 initial full-time employment positions in a
short-timeframe as well as expand upon our very successful First Nations
Underground Core Mining Training Program. Medium-to-longer term, the Company
hopes to be in a position to provide 400-450 full-time positions within the
region."


HIGHLIGHTS OF THE ACQUISITION



--  Provides Trevali with a modern, state-of-the-art 3,000 tonne-per-day
    processing plant (that will produce zinc, lead and copper concentrates)
    and includes a metallurgical and geochemical laboratory and permitted
    tailings treatment facility (Figures 1 and 2). 
--  Addition of a former producing mine with significant underground
    development workings and historic resources that can be rapidly and cost
    effectively brought on-line. The deposit remains open for expansion and
    Trevali classifies the upside potential as good to excellent: the
    deepest underground intercept to date returned 34.77 metres at 7.22%
    zinc, 2.69% lead, 0.25% copper, 76.8 g/t silver and 2.19 g/t gold. 
--  Very significant financial, technical and timing advantages/de-risk
    versus permitting and building a new stand-alone milling complex for the
    Company's Halfmile and Stratmat deposits. 
--  Preferable from a social and sustainability perspective - near-term
    creation of an additional 120-150 full-time employment positions,
    establishing Trevali as one of the larger employers in northern New
    Brunswick, and utilization of a working brown-field industrial site
    versus a green-field site. 
--  Due to superior quality of the Halfmile-Stratmat mineralization (coarser
    mineralogy with good metallurgical characteristics), modeling of the
    mill grinding circuit indicates it is readily modifiable to produce
    saleable zinc, lead (silver) and copper (gold) concentrates. 
--  Near optimal timing from a production scheduling perspective for the
    Company to benefit from predicted significant zinc deficits as Brunswick
    12 shuts-down followed by closures of several other globally significant
    marque zinc producers in Europe, Africa and Austral-Asia. 
--  Further strengthens and confirms Trevali's position as a near-term
    intermediate zinc producer. 



To view Figure 1, please visit the following link:
http://media3.marketwire.com/docs/trefig1.pdf.


CARIBOU DEPOSIT

A 2006 historic resource estimate by the previous operator at Caribou tabled
significant resources in the deposit (Table 1). Trevali plans to undertake an
updated National Instrument 43-101 (NI 43-101) compliant resource estimate for
the Caribou polymetallic deposit in early 2013.




----------------------------------------------------------------------------
Caribou Historic                   %       %      Ag      Zn      Pb      Ag
 Resources(i)         Tonnes      Zn      Pb   (gpt)  (Mlbs)  (Mlbs)   (Moz)
----------------------------------------------------------------------------
                                                         Contained Metal    
----------------------------------------------------------------------------
Indicated                                                                   
 Resources         3,810,000     7.5    3.26      92     629     273    11.2
----------------------------------------------------------------------------
Inferred Resources 3,944,300    7.36    3.59     107     639     312    13.5
----------------------------------------------------------------------------



Table 1: Historic Caribou deposit resources(i) based on a 2006 NI 43-101 report
dated January 30, 2006 prepared by InnovExplo Inc (and reviewed by Micon
International Limited in its technical report dated March 23, 2006) for Blue
Note Metals Inc. Historic resource estimate is based on 554 diamond drill holes
and 6,000 chip samples and using a 9% lead+zinc cut-off grade. Copper and gold
were not estimated. 


(i)Note: The Company cautions that although the 2006 resource estimate was
calculated under NI 43-101 regulations, it is not treating such estimates as a
current resource under NI 43-101. Investors are further cautioned that a
qualified person has not yet completed sufficient work to be able to verify the
historical resource estimates, and therefore such historic resource estimates
should not be relied upon. 


Between 2006 and 2007, the previous operator of the Caribou mill and mine
complex invested approximately $100-to-120 million in a major overhaul and
modernization of the processing plant and mine infrastructure (effectively new
state-of-the-art milling and grinding circuits - Isa Mills and On-Stream
analysers to optimize recoveries) (Figure 1). The mine operated for
approximately 13 months prior to going into receivership in 2008 due to
depressed commodity prices and adverse global financial conditions.


Immediately prior to shut down, mill records indicate recoveries of 71% Pb and
83% Zn to produce saleable concentrates. Historically no copper concentrates
were produced, which represents additional near-term upside as Trevali intends
to add a copper circuit to the processing plant.


Trevali believes that the historically defined deposit contains excellent
exploration potential and production can be fast-tracked to provide additional
mill-feed (and employment opportunities). Specific upside includes:




--  Historically defined deposit remains open along strike and at depth; 
    
--  Silver and gold may be under-estimated by up to 20-30% as there was no
    routine precious metal analysis in historic drill holes; and 
    
--  Significant copper 'feeder' zones were not mined due to lack of a copper
    circuit. A historic non- NI 43-101 resource(ii) for one such near-
    surface zone suggests that it could contain 2.5 million tonnes at 0.89%
    copper, 3.2% zinc, 1% lead and 40 g/t silver within which significant
    higher grade zones occur. 
    
    (ii)The Company cautions again, however, that the foregoing is
    historical in nature and that more work is required in order to define a
    NI 43-101 resource. As previously stated, Trevali plans to undertake an
    updated NI 43-101 compliant resource estimate for the Caribou
    polymetallic deposit in early 2013. 



To view Figure 2, please visit the following link:
http://media3.marketwire.com/docs/trefig2.pdf.


SPROTT BRIDGE LOAN FACILITY

In order to facilitate the closing of the Maple transaction, Trevali and Sprott
Resource Lending Partnership ("Sprott") have amended the $10-million bridge-loan
credit facility agreement announced on August 15, 2012, increasing it to
$16-million under similar terms. The additional proceeds were used to redeem
Maple's $6 million debenture issued earlier this year to Breakwater Resources
Ltd. (Nyrstar). In connection with Sprott's advance of an additional $6 million
to Trevali, Sprott received a $60,000 structuring fee and 158,127 common shares
as a bonus.


Trevali and RMB Resources continue to make progress on securing a $60-million
senior, corporate-level debt facility in order to support the Caribou Mill
re-start. It is anticipated that upon completion of such a senior-debt facility,
that Trevali will repay the $16 million Sprott bridge credit facility in full.


TRANSACTION DETAILS

As previously announced, since May 14, 2012, the date Trevali and Maple executed
the Combination Agreement, Trevali has, through a transition services agreement,
managed the Caribou Mine operations. This has included Trevali providing Maple
with equity advances in the amount of approximately $3,943,800 through the end
of October, 2012 to enable Maple to meet its financial obligations for the
Caribou Mine as such obligations fell due prior to Closing. In addition, on
Closing, Trevali has (subject to certain limitations set forth in the
transaction documents) agreed to assume all other financial (including
short-term, non-interest bearing debt in the principal amount of $729,972 USD)
and other obligations of Maple in relation to the Caribou mine and mill complex.
Such other obligations include a legal claim (the "Claim") commenced in New
Brunswick in May 2012 by two plaintiffs (Margaret Kent and Ross F. Burns)
against Maple and certain of its principals. In the Claim, the plaintiffs claim,
among other things, a 24.5% interest in Maple and/or its underlying assets.
Trevali and Maple, including Maple's former principals who are named defendants,
believe that the Claim is without merit and plan to defend the matter
vigorously. On Closing of the Transaction, a finder's fee of 2% is payable to an
arms-length third party.


The majority shareholder of Maple, MMC Holding - a private limited company
incorporated under the laws of the Grand Duchy of Luxembourg ("MMC"), has
entered into a voting support and standstill agreement (herein, the "Lock-Up
Agreement") pursuant to which, among other things, MMC has agreed to support,
for a period of one year from Closing, the Company's Board nominees and has
further agreed to restrictions on the disposition of certain of the Trevali
common shares issuable to MMC at Closing. Furthermore, pursuant to the Lock-Up
Agreement, MMC has agreed not to acquire any additional Trevali common shares
(other than through the exercise of warrants issued to MMC at Closing) for a
period of 2 years from Closing, without the consent of Trevali. In addition,
under the Lock-Up Agreement, MMC has agreed not to (and to cause any transferee
of its shares not to) dispose more than 10% of its shareholdings through the
facilities of any stock exchange on which Trevali's common shares are listed for
a period of one year from Closing. The shares issued to MMC on Closing contain a
four month and one day statutory resale restriction. MMC has also agreed to
guarantee the representations and warranties given by Maple under the
Combination Agreement and, to this end, has escrowed 20% of its Trevali shares
(namely 3,967,399 common shares) received at Closing in support of its
guarantee.


Upon completion of the Transaction, Trevali has 197,098,695 common shares issued
and outstanding with the current shareholders of Maple now holding approximately
10.15% of the common shares of Trevali.


The Company continues to work closely with the Province of New Brunswick in
respect to securing an environmental liability sharing agreement in form and
substance similar to that enjoyed by previous operators of the Caribou Mine.


Qualified Person and Quality Control/Quality Assurance 

EurGeol Dr. Mark D. Cruise, Trevali's President and CEO and a qualified person
as defined by NI 43-101, has supervised the preparation of the scientific and
technical information that forms the basis for this news release. Dr. Cruise is
not independent of the Company, as he is an officer, director and shareholder.


ABOUT TREVALI MINING CORPORATION 

Trevali is a zinc-focused base metals development company with operations in
Canada and Peru - the Halfmile and Santander mines respectively. In Canada,
Trevali owns the Halfmile zinc-lead-silver mine, the Caribou Mine and Mill, and
Stratmat polymetallic deposit all located in the Bathurst Mining Camp of
northern New Brunswick. The Company also has the past-producing Ruttan
copper-zinc mine in northern Manitoba. Initial production from the Halfmile mine
commenced in early 2012 and underground development is ramping up to achieve a
planned production rate of approximately 3,000-tonnes-per-day to feed planned
operations at the Company's Caribou Mill Complex in 2013.


In Peru, the Company has the Santander zinc-lead-silver mine and the
former-producing Huampar silver mine, both located in the Central Peruvian
Polymetallic Belt. Mine commissioning is anticipated to commence at the
Santander operation in Q4-2012 with ramp up to full 2,000-tonnes-per-day
production in 2013. Additionally through its wholly-owned subsidiary, Trevali
Renewable Energy Inc., Trevali plans to undertake a significant upgrade of its
wholly-owned Tingo run-of-river hydroelectric generating facility to allow, in
addition to supplying power to the Santander mining operation, the potential
sale of surplus power into the Peruvian National Energy Grid.


The common shares of Trevali are listed on the TSX (symbol TV), the OTCQX
(symbol TREVF) and on the Lima Stock Exchange (symbol TV). Warrants to purchase
common shares of Trevali are listed on the TSX (symbol TV.WT). For further
details on Trevali, readers are referred to the Company's web site
(www.trevali.com) and to Canadian regulatory filings on SEDAR at www.sedar.com.


On Behalf of the Board of Directors of

TREVALI MINING CORPORATION

Mark D. Cruise, President

This news release contains "forward-looking statements" within the meaning of
the United States private securities litigation reform act of 1995 and
"forward-looking information" within the meaning of applicable Canadian
securities legislation. Statements containing forward-looking information
express, as at the date of this news release, the Company's plans, estimates,
forecasts, projections, expectations, or beliefs as to future events or results
and the company does not intend, and does not assume any obligation to, update
such statements containing the forward-looking information. Such forward-looking
statements and information include, but are not limited to statements as to: the
accuracy of estimated mineral reserves and resources, anticipated results of
future exploration, and forecast future metal prices, anticipated results of
future electrical sales and expectations that environmental, permitting, legal,
title, taxation, socio-economic, political, marketing or other issues will not
materially affect estimates of mineral reserves. These statements reflect the
Company's current views with respect to future events and are necessarily based
upon a number of assumptions and estimates that, while considered reasonable by
the Company, are inherently subject to significant business, economic,
competitive, political and social uncertainties and contingencies.


These statements reflect the Company's current views with respect to future
events and are necessarily based upon a number of assumptions and estimates
that, while considered reasonable by the company, are inherently subject to
significant business, economic, competitive, political and social uncertainties
and contingencies. Many factors, both known and unknown, could cause actual
results, performance or achievements to be materially different from the
results, performance or achievements that are or may be expressed or implied by
such forward-looking statements contained in this news release and the company
has made assumptions and estimates based on or related to many of these factors.
Such factors include, without limitation: fluctuations in spot and forward
markets for silver, zinc, base metals and certain other commodities (such as
natural gas, fuel oil and electricity); fluctuations in currency markets (such
as the Peruvian sol versus the U.S. dollar); risks related to the technological
and operational nature of the Company's business; changes in national and local
government, legislation, taxation, controls or regulations and political or
economic developments in Canada, the United States, Peru or other countries
where the Company may carry on business in the future; risks and hazards
associated with the business of mineral exploration, development and mining
(including environmental hazards, industrial accidents, unusual or unexpected
geological or structural formations, pressures, cave-ins and flooding); risks
relating to the credit worthiness or financial condition of suppliers, refiners
and other parties with whom the Company does business; inadequate insurance, or
inability to obtain insurance, to cover these risks and hazards; employee
relations; relationships with and claims by local communities and indigenous
populations; availability and increasing costs associated with mining inputs and
labour; the speculative nature of mineral exploration and development, including
the risks of obtaining necessary licenses and permits and the presence of laws
and regulations that may impose restrictions on mining,; diminishing quantities
or grades of mineral reserves as properties are mined; global financial
conditions; business opportunities that may be presented to, or pursued by, the
Company; the Company's ability to complete and successfully integrate
acquisitions and to mitigate other business combination risks; challenges to, or
difficulty in maintaining, the Company's title to properties and continued
ownership thereof; the actual results of current exploration activities,
conclusions of economic evaluations, and changes in project parameters to deal
with unanticipated economic or other factors; increased competition in the
mining industry for properties, equipment, qualified personnel, and their costs.
Investors are cautioned against attributing undue certainty or reliance on
forward-looking statements. 


Although the Company has attempted to identify important factors that could
cause actual results to differ materially, there may be other factors that cause
results not to be as anticipated, estimated, described or intended. The Company
does not intend, and does not assume any obligation, to update these
forward-looking statements or information to reflect changes in assumptions or
changes in circumstances or any other events affecting such statements or
information, other than as required by applicable law.


Trevali's production plans at Halfmile-Stratmat and Santander are based only on
Indicated and Inferred Mineral Resources and not Mineral Reserves and do not
have demonstrated economic viability. Inferred Mineral Resources are considered
too speculative geologically to have the economic considerations applied to them
that would enable them to be categorized as Mineral Reserves, and there is
therefore no certainty that the conclusions of the production plans and
Preliminary Economic Assessment (PEA) will be realized. Additionally where
Trevali discusses exploration/expansion potential, any potential quantity and
grade is conceptual in nature and there has been insufficient exploration to
define a mineral resource and it is uncertain if further exploration will result
in the target being delineated as a mineral resource.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Trevali Mining Corporation
Steve Stakiw
Manager - Corporate Communications
(604) 488-1661 / Direct: (604) 638-5623
sstakiw@trevali.com
www.trevali.com

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