Camrova Resources Inc. provides update on status of Right of First Offer made to Kores Group to acquire its shares of Minera ...
April 22 2020 - 10:00AM
Camrova Resources Inc. ("
Camrova"
or the "
Company") (TSX-V: CAV; OTC: BAJFF; SSE
:CAVCL.CAV US$ - Chile) announces that the Right of First Offer
(“ROFO”) to sell its shares of MMB delivered to
the other shareholders of MMB and expiring on April 15, 2020 will
not be exercised. Kores and the KBC have advised that they do not
wish to acquire the shares. Camrova is now free to offer it’s 7.07
% shareholding of MMB to all interested parties. The shares are to
be sold for an amount more than the offering price contained in the
ROFO. The sale will be free and clear of any Right of First Refusal
by other MMB shareholders. As a shareholder of MMB, Camrova is
entitled to:
- No financial obligations in the event of future cash calls for
either capital expenditures or to cover operating costs. Should a
decision be made not to contribute, the shareholding will be
subject to dilution considering a current book value of $3.1
billion. As an example, presently a cash call for $100 million,
would result in approximately 0.50 % dilution for Camrova.
- As long as the shareholding is over 5%, shareholder has the
right to attend all MMB Board Meetings as an observer with voice
but no voting rights
- Receive all documentation to which Board Members are entitled
including Life of Mine Plans, Budgets and Monthly Reports
- Participate in asset disposals in accordance with level of
shareholding and subject to terms of MMB’s bylaws and the MMB
Shareholder Agreement.
Camrova also advises that following
recommendations it made to Kores and MMB in March with respect to
mitigating the impact of the Corona Virus and in accordance with
recent Decree by the Government of Mexico, MMB has reacted
responsibly and placed the Boleo Mine and Plant on care and
maintenance until April 30, 2020. This closure will be
extended if required.
Regulatory and shareholder approval may be
required for some of the transactions described above.
About Camrova
Resources Inc.
Camrova is a Canadian mining company whose
common shares are listed on the TSX-V. Presently the company is in
discussion with interested parties regarding it’s smelter slag
processing project in Chile using the Las Vacas Flotation Plant for
which a Purchase Agreement has been signed.
Neither TSX
Venture Exchange
nor its Regulation Services Provider (as
that term is defined in policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this
release.
For further information contact:
Camrova Resources Inc.
Tom OgryzloInterim Chief
Executive Officer Tel: 416-271-0879Email:
info@camrovaresources.com |
Kris MisirChief Financial Officer
Tel: 647-632-3444Email:
kris.misir@camrovaresources.com |
Cautionary Statements
Certain statements contained in this press
release constitute forward-looking information. These statements
relate to future events or future performance. The use of any of
the words "could", "intend", "expect", "believe", "will",
"projected", "estimated" and similar expressions and statements
relating to matters that are not historical facts are intended to
identify forward-looking information and are based on the Camrova's
current belief or assumptions as to the outcome and timing of such
future events. Actual future results may differ materially. In
particular, this release contains forward-looking information
relating to, among other things, that the Company has adequate
funds available to complete its due diligence and
technical/economic studies in respect of the proposed Slag
Processing Project and for general working capital purposes, the
ability of the Company to successfully complete the acquisition of
the Anglo slag contract from MAYG, the ability of the Company to
complete the proposed acquisition of the Las Vacas Plant from Don
Alberto, the ability of the Company to complete the Cdn$9 million
Concurrent Financing, the projected processing recoveries of Cu and
the estimated capital and operating costs, economic viability of
the Slag Processing Project as contained in the WSI report. Various
assumptions or factors are typically applied in drawing conclusions
or making the forecasts or projections set out in forward-looking
information. Those assumptions and factors are based on information
currently available to Camrova. Although such statements are based
on management's reasonable assumptions, there can be no assurance
that the proposed transactions will occur, or that if the proposed
transactions do occur, will be completed on the terms described
above.
The forward-looking information contained in
this release is made as of the date hereof and Camrova is not
obligated to update or revise any forward-looking information,
whether as a result of new information, future events or otherwise,
except as required by applicable securities laws. Because of the
risks, uncertainties and assumptions contained herein, investors
should not place undue reliance on forward-looking information. The
foregoing statements expressly qualify any forward-looking
information contained herein.
This announcement does not constitute an offer,
invitation or recommendation to subscribe for or purchase any
securities and neither this announcement nor anything contained in
it shall form the basis of any contract or commitment. In
particular, this announcement does not constitute an offer to sell,
or a solicitation of an offer to buy, securities in the United
States, or in any other jurisdiction in which such an offer would
be illegal.
The securities referred to herein have not been
and will not be registered under the Securities Act of 1933, as
amended (the "Securities Act"), or under the
securities laws of any state or other jurisdiction of the United
States and may not be offered or sold, directly or indirectly,
within the United States, unless the securities have been
registered under the Securities Act or an exemption from the
registration requirements of the Securities Act is available.
This document may not be distributed or
released in the United States or through U.S. Newswire
Services.
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