Itronics Reports Auric Gold & Minerals Signs Letter of Intent to Go Public by Reverse Merger With a Gold Company
October 13 2010 - 1:20PM
Marketwired
Itronics Inc. (PINKSHEETS: ITRO) wholly-owned subsidiary Whitney
& Whitney, Inc. reported today that its majority owned
affiliate, Auric Gold & Minerals, Inc., has signed a letter of
intent to acquire control of a publicly traded OTCBB listed company
by way of a reverse merger to be accomplished by an exchange of
shares.
Auric is developing its polymetallic gold project located in
western Nevada by staking lode mining claims. To date it has staked
and registered 175 lode mining claims which cover approximately
3,500 acres. The project is being expanded by on-going claim
staking. Auric has also entered into an investment banking
agreement with a well known Canadian mine finance firm to raise up
to $2 million by sale of up to 25 percent of Auric in one or more
private placements with accredited investors, which values Auric at
about $8 million. This private placement effort is presently
underway.
The public company does not have any active operations, but it
does own patented claims in the heart of a historic gold mining
district in Nevada. These claims are currently subject to an option
to purchase by an exploration company.
Upon consummation of the reverse merger, the public company will
issue to Auric shareholders common stock such that, immediately
after the transaction, on a fully diluted basis, the Auric
shareholders will own ninety three percent (93%) of the total
issued and outstanding shares of common stock, and the gold company
equity holders will own the remaining seven percent (7%) of the
total issued and outstanding shares, fully diluted.
Final closure of the reverse merger is subject to Auric
completing a $2 million financing, completion of a definitive
reverse merger agreement, and completion of legal due diligence by
both companies. It is anticipated that the consummation of the
reverse merger will occur on or before December 1, 2010, or on such
other date to which the parties may agree. There can be no
assurance that the reverse merger will be completed as proposed or
at all.
Auric is a majority owned affiliate of Whitney & Whitney,
Inc., a wholly-owned subsidiary of Itronics Inc., and was formed to
acquire multi-mineral (polymetallic) gold properties, and to
strategically invest in Junior Gold and Minerals Companies that
provide the opportunity to develop and commercialize
environmentally friendly polymetallic gold projects. If the reverse
merger is completed, Whitney & Whitney will own about 55
percent of the merged company. About Itronics
Headquartered in Reno, Nevada, Itronics Inc. produces GOLD'n GRO
liquid fertilizers and silver bullion. Itronics, through its
wholly-owned subsidiary Whitney & Whitney, Inc., is developing
environmentally compatible mining technology, and is now providing
project planning and technical services to its mining affiliate
Auric Gold & Minerals, Inc. It also operates the popular
InsideMetals.com web site, http://www.insidemetals.com, which
provides a value-added WORLD VIEW of Gold Producer Stocks, Mineral
Producer Stocks, Junior Gold Stocks, and Junior Mineral Stocks.
VISIT OUR WEB SITE: http://www.itronics.com
("Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995: This press release contains or may contain
forward-looking statements such as statements regarding the
Company's growth and profitability, growth strategy, liquidity and
access to public markets, operating expense reduction, and trends
in the industry in which the Company operates. The forward-looking
statements contained in this press release are also subject to
other risks and uncertainties, including those more fully described
in the Company's filings with the Securities and Exchange
Commission. The Company assumes no obligation to update these
forward-looking statements to reflect actual results, changes in
risks, uncertainties or assumptions underlying or affecting such
statements, or for prospective events that may have a retroactive
effect.)
Contact: Paul Knopick 888-795-6336
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