Affinity Gold Corporation Announces Amendment to Asset Purchase Agreement
May 06 2009 - 11:55PM
PR Newswire (US)
MAPLE GROVE, Minn., May 6 /PRNewswire-FirstCall/ -- Affinity Gold
Corp. (OTC:AFYG) (BULLETIN BOARD: AFYG) (the "Company") today has
announced that it has entered into an Amendment Agreement to the
Asset Purchase Agreement. As previously reported, on March 2, 2009,
Affinity Gold Corp. (the "Company") entered into an asset purchase
agreement (the "Asset Purchase Agreement") with AMR Project Peru,
S.A.C.("AMR"), a Peruvian corporation, whereby the Company agreed
to pay US$200,000 and to issue 12,000,000 shares of common stock of
the Company to AMR as consideration for the acquisition of the
mining concession title named "AMR Project" covering 500 hectares
and the physical mining concession certificate as evidenced by
Certificate No. 7996-2006-INACC-UADA granted to AMR by the Republic
of Peru, National Institute of Concessions and Mining Cadastre on
December 11, 2006, including all improvements, structures and
equipment on and used by AMR on such mining concession rights
(collectively, the "Mining Concession Rights"), which Mining
Concession Rights are located in the Inambari River Basin of Puno,
Peru. The closing of the Asset Purchase Agreement was to be held on
April 30, 2009 (the "Closing Date"), or on such earlier or later
Closing Date as may be agreed to in advance and in writing by each
of the Company and AMR, with any extension of the Closing Date
being a maximum of 14 days per extension. However, on April 30,
2009, the Company and AMR entered into an Amendment Agreement (the
"Amendment Agreement"), whereby the parties have decided to amend
the arrangement by changing the structure of the arrangement from
an asset purchase agreement to a share exchange agreement resulting
in AMR becoming a wholly-owned subsidiary of the Company upon
closing of the share exchange agreement. In addition, under the
Amendment Agreement, the Company and AMR agreed to terminate the
Asset Purchase Agreement so it will no longer have any force and
effect. Flagship Project: Upon completion of the acquisition, this
property will become the Company's flagship project. The property
is located in southeastern Peru east of the Andean Mountains and
situated in the Inambari River Basin, an area known for containing
high concentrations of gold. About Affinity Gold Corp.: Affinity
Gold Corp. is a mineral exploration and development company engaged
in the acquisition, exploration and development of gold
mineralization properties internationally. Affinity Gold Corp.'s
current primary focus is gold exploration in Peru.
http://www.affinitygold.com/ FORWARD-LOOKING STATEMENTS This news
release may include "forward-looking statements" regarding Affinity
Gold Corp., and its subsidiaries, business and project plans. Such
forward-looking statements are within the meaning of Section 27A of
the Securities Act of 1933, as amended, and section 21E of the
United States Securities and Exchange Act of 1934, as amended, and
are intended to be covered by the safe harbor created by such
sections. Where Affinity Gold Corp. expresses or implies an
expectation or belief as to future events or results, such
expectation or belief is believed to have a reasonable basis.
However, forward-looking statements are subject to risks,
uncertainties and other factors, which could cause actual results
to differ materially from future results expressed, projected or
implied by such forward-looking statements. Affinity Gold Corp.
does not undertake any obligation to update any forward-looking
statement, except as required under applicable law. CONTACT:
Affinity Gold Corp., +1-763-424-4754, DATASOURCE: Affinity Gold
Corp. CONTACT: Affinity Gold Corp., +1-763-424-4754, Web Site:
http://www.affinitygold.com/
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