Pacific Potash Signs MOU for Cdn $10,000,000 With Chinese S.O.E Convertible at $0.37 Per Share
October 29 2013 - 9:28AM
Access Wire
Vancouver, British
Columbia - October 29th, 2013 - Pacific Potash Corporation
(TSX-V: PP; OTCQX: PPOTF; FSE: P9P, "Pacific Potash", "the
Company") is pleased to announce that it has entered into a
non-binding Memorandum of Understanding (M.O.U) with a Chinese
State Owned Enterprise ("S.O.E"). The M.O.U outlines the proposed
terms of a transaction pursuant to which the S.O.E will subscribe for CDN $10,000,000
by way of an unsecured convertible debenture of common shares (the
"Convertible Debenture") from Pacific Potash Corporation
convertible at a price of $0.37 per common share. The
S.O.E's aggregate beneficial ownership of common
shares will not exceed 19.9% of the issued and outstanding common
shares of Pacific Potash at the time of exercise of these
conversion rights. The Convertible Debenture shall bear interest at
the rate of 5.0% per annum, payable semi-annually and shall mature
on the date which is two (2) years from the date of
issuance.
Upon completion of
this financing Pacific Potash will have raised a total of CDN
$16.35 Million year to date to drive the Company's business plan.
The proceeds from the Convertible Debenture will be used for
development of Pacific Potash's Amazonas Basin Potash exploration
program, consisting primarily of drilling, and for general working
capital.
Mr. Balbir Johal,
Executive Co-Chairman and Director stated "This strategic alliance
and relationship with the S.O.E was facilitated by the hard work of
our strategic advisor, CapitalAsia. Upon
receiving the funding, we will now be able to complete an extensive
fully permitted drill program, consisting of six exploration holes
with each reaching a true depth of at least 1500 metres costing
approximately CDN $12 million dollars. Drilling commences this
coming week under the command of our CEO and Chief Geologist, Andre
Costa, whose work over the last six years in the Amazonas Potash
Basin has led to several new discoveries of economic potash. "
Terms
of the Convertible Debenture
On successful completion
of due diligence phase the parties will diligently and in good
faith thereafter negotiate, a definitive subscription agreement for
the Convertible Debenture.
This agreement is
subject to the regulatory approval of the TSX Venture Exchange.
Cancellation of Merger with Cowley Mining
PLC
In respect to Cowley's
October 25, 2013 news release cancelling the proposed merger, the
Company confirms that the proposed merger has been cancelled as the
parties were unable to agree on the terms of the definitive
agreement.
Mr. Balbir Johal,
states, "Although we felt that the Cowley transaction was
attractive, management believes that this new partnership with the
S.O.E creates superior leverage for our shareholders due to size
and the less dilutive nature of the funding. We are fully funded
now for a potential discovery in a world-class basin."
About Pacific
Potash Corporation
Pacific Potash
Corporation trades on the TSX Venture Exchange under the symbol:
PP, as well on the OTCQX under the symbol: PPOTF and on the
Frankfurt Stock Exchange under P9P. Pacific Potash is engaged in
the exploration and development of the Amazonas Potash Project and
the surrounding potash claims targeting the Middle Amazonas Potash
Basin, currently the host to multiple new exploration campaigns for
potash.
We seek safe harbour.
On behalf of the Board,
Pacific Potash
Corporation
Balbir Johal
Executive Co-Chairman &
Director
For further
information, please visit our website at www.pacificpotash.com
or contact our V.P of Corporate Communications, Mike
Blady:
Mike Blady
Office: +1
604.895.7446
Email:
mblady@pacificpotash.com
Andre Costa, P.Geo, CEO & President of
Pacific Potash Corp and qualified person for the purposes of NI
43-101, has reviewed and approved the preparation of the technical
information in this news release.
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.
Caution
concerning forward-looking information
This press release contains "forward-looking information" and
"forward-looking statements" within the meaning of applicable
securities laws. This information and statements address future
activities, events, plans, developments and projections. All
statements, other than statements of historical fact, constitute
forward-looking statements or forward-looking information. Such
forward-looking information and statements are frequently
identified by words such as "may," "will," "should," "anticipate,"
"plan," "expect," "believe," "estimate," "intend" and similar
terminology, and reflect assumptions, estimates, opinions and
analysis made by management of Pacific Potash in light of its
experience, current conditions, expectations of future developments
and other factors which it believes to be reasonable and relevant.
Forward-looking information and statements involve known and
unknown risks and uncertainties that may cause Pacific Potash's
actual results, performance and achievements to differ materially
from those expressed or implied by the forward-looking information
and statements and accordingly, undue reliance should not be placed
thereon.
Risks and uncertainties that may cause actual
results to vary include but are not limited to the availability of
financing; fluctuations in commodity prices; changes to and
compliance with applicable laws and regulations, including
environmental laws and obtaining requisite permits; political,
economic and other risks; as well as other risks and uncertainties
which are more fully described in our annual and quarterly
Management's Discussion and Analysis and in other filings made by
us with Canadian securities regulatory authorities and available
at www.sedar.com. Pacific Potash disclaims any obligation to
update or revise any forward-looking information or statements
except as may be required.
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