Currie Rose Resources Inc. (the "Company") (TSX VENTURE:CUI)(OTCBB:CUIRF)(FRANKFURT:CDVN) -
The Company is pleased to announce it has entered into a letter agreement with Rock & Stock Investments (Pty) Ltd. ("Rock & Stock"), of South Africa, dated November 7, 2012, pursuant to which the Company has agreed to purchase and Rock & Stock has agreed to sell a 74% interest in the issued capital and securities of Isibaya Mining Resources (Pty) Ltd. ("Isibaya"). A Black Economic Empowerment ("BEE") group is the owner of the remaining 26% of Isibaya.
The cash consideration payable by the Company to Rock & Stock for the acquisition of the 74% interest is the sum of US$500,000, payable as to US$100,000 on closing the transaction, US$150,000 payable on an NI 43-101 compliant Inferred Mineral Resource of 150,000 ounces of gold or metal equivalent, US$150,000 payable on an NI 43-101 compliant Inferred Mineral Resource of 300,000 ounces of gold or metal equivalent, and US$100,000 payable on an NI 43- 101 compliant Inferred Mineral Resource of 500,000 ounces of gold or metal equivalent on the properties presently owned by Isibaya. There is also a US$2 an ounce of gold or equivalent royalty payable to Rock & Stock on commercial production.
The Company has also agreed to issue Rock & Stock 7,500,000 shares in its capital and warrants for the purchase of up to 4,000,000 shares of the Company, at a price of $0.10 per share, exercisable for a period of three years. The terms of the letter agreement also provide for the appointment of Joshua Hattingh, a geologist with over 15 years' precious and base metal exploration and development experience in Africa as a director and Vice President Exploration of the Company at closing, and for the granting of incentive options for the purchase of up to 1,000,000 shares of the Company, at a purchase price of $0.10 per share, exercisable for a period of five years from the date of grant.
The letter agreement provides the Company with a 60 day diligence period and provides for a more definitive agreement to be entered into prior to closing. The letter agreement also provides for the Company to undertake a financing on terms acceptable to Rock & Stock and the Company. The terms of the transaction are subsequent to TSX Venture Exchange approval. The transaction is also subject to various other conditions precedent, including securing the relevant South African regulatory approvals for the transactions.
The Company has agreed, subject to TSX Venture Exchange approval, to pay a finder's fee of 860,000 shares of the Company and warrants for the purchase of up to 300,000 shares of the Company, at a purchase price of $0.10 per share, exercisable for a period of three years to parties introducing Rock & Stock to the Company.
The parties are required to conclude definitive transaction agreements incorporating the terms and conditions of the letter agreement and such other terms as would be found in a transaction of this nature on or before 31 January 2013.
Isibaya has three Project areas:
1. Uitvalgrond PGE-Chromite Project
This project covers part of the Eastern limb of the BushveldComplex near Lydenburg situated 250 km north-east of Johannesburg covering both the north and south strike extensions of the Everest South (Chromite/Platinum) mine operated by Aquarius Platinum (AQP-ASX). Uitvalgrond has never been drilled and first pass drilling will target both PGE and Chromite minerals associated with the Merensky, UG2 and other Critical Zone Reefs. The Company will be in a position to commence drilling within 30 days after closing.
2. Sondzela Gold & Base Metal Project
Situated in the Barberton Greenstone belt, this project covers a number of prospects including the historic:
-- Three Sisters historic Gold mine which extends underground for over 1km
and down to 15 levels with extensive remnant gold mineralization;
-- The historic Bien Venue former Anglo American Volcanic Hosted Massive
Sulphide (VHMS) prospect with potential for gold, silver, copper, lead
-- The historic Figaro Gold Mine with an anomaly extending over 3km strike
length and 700m wide with potential to host gold, zinc, lead, copper and
3. Steinkopf Uranium Project
This project is situated in the Northern Cape region of South Africa. The target area is immediately adjacent to the historical Anglo American Henkries uranium deposit and is the least explored of the acquired package but represents a project area with high potential based on its proximity to known uranium mineralisation.
Rock and Stock is a Geological Consulting firm who have worked extensively in the Bushveld as well as gold and base metal projects in the region and they will oversee the exploration activity adding their vast experience to the exploration effort.
Harold Smith said, "The Isibaya acquisition represents a significant step for the Company. The quality of the assets and the ability to drill untested targets either side of the Everest South Chrome/PGE deposit is very attractive to the Company. Joshua and his team will add significant horse power to the Company and its ability to deliver planned work programs. Coupled with the excellent infrastructure and mining culture of South Africa we see this project developing over the next year into a substantial asset."
BY ORDER OF THE BOARD OF DIRECTORS OF CURRIE ROSE RESOURCES INC.
Harold Smith, President
"This news release includes certain forward-looking statements or information. All statements other than statements of historical fact included in this release, including, without limitation, statements relating to the potential mineralization and geological merits of the and properties and other future plans, objectives or expectations of the Company are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's plans or expectations include risks relating to the actual results of current exploration activities, fluctuating gold prices, possibility of equipment breakdowns and delays, exploration cost overruns, availability of capital and financing, general economic, market or business conditions, regulatory changes, timeliness of government or regulatory approvals and other risks detailed herein and from time to time in the filings made by the Company with securities regulators. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation."
The planning, execution and monitoring of quality control programs on the Company's projects are under the supervision of Michael Griffiths, BSc Dip Ed, FAusIMM, GAICD, Currie's Director. Mr. Griffiths is the qualified persons as defined by National Instrument 43-101. Currie utilizes an industry standard QA/QC protocol with respect to sampling procedures. Blanks, and certified reference standards are inserted into the sample stream to monitor laboratory performance and duplicates of pulps and bulk rejects are also used to monitor laboratory performance. Mr Griffiths has reviewed and approved the contents of this news release.
Additional information and public documents about Currie, can be viewed at the Company's website www.currierose.com or at www.sedar.com.
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.
Currie Rose Resources Inc.