Channel Resources Ltd. Announces Terms of Letter Agreement with Placer Dome Exploration/Africa Eurasia Limited for the Bombore and Naoube Permits, Burkina Faso, West Africa.VANCOUVER, British Columbia--(BUSINESS WIRE)--Nov. 19, 1999-- Channel Res.(TSE See Tokyo Stock Exchange. TSE 1. See Tokyo Stock Exchange (TSE). 2. See Toronto Stock Exchange (TSE). :CHU.) Channel Resources Ltd. ("Channel") announces that it has entered into a letter agreement (the "Agreement") with Placer Dome Placer Dome was a large mining company specializing in gold and other precious metals, with corporate headquarters in Vancouver, British Columbia, Canada. Barrick has acquired 100% of the Placer Dome shares on January 20, 2006, and has integrated the company into its own. Exploration (Africa Eurasia) Limited ("Placer") setting forth the principal terms and conditions by which Placer may acquire from Channel a 20% interest in the Bombore Permit and a 15% interest in the Naoube Permit, located in Burkina Faso Burkina Faso (burkē`nə fä`sō), republic (2005 est. pop. 13,925,000), 105,869 sq mi (274,200 sq km), W Africa. It borders on Mali in the west and north, on Niger in the northeast, on Benin in the southeast, and on Togo, Ghana, and , West Africa West Africa A region of western Africa between the Sahara Desert and the Gulf of Guinea. It was largely controlled by colonial powers until the 20th century. West African adj. & n. (the "Option"). Placer will fund an initial work program in the amount of U.S.$500,000 on the Bombore Permit within a period of twelve months from the execution date of the Agreement. Channel will be the operator of this initial work program. In consideration of the grant of the Option, Placer will release the Tounte, Manaboule, Madougou and Bouroum North Permits which are the subject of the letter agreement dated February 27, 1998 between Channel and Placer Dome Africa Limited. In order to maintain the Option, Placer shall, in addition to funding the initial U.S.$500,000 work program on the Bombore Permit, incur the following work costs on Bombore:
Date Work Costs
Second Anniversary of Agreement U.S.$1,000,000
Third Anniversary of Agreement U.S.$1,500,000
Fourth Anniversary of Agreement U.S.$2,000,000
Total (inclusive of initial U.S.
$500,000 work program costs) U.S.$5,000,000
Placer has also entered into an agreement with Solomon Resources Limited ("Solomon") to acquire Solomon's interest in the Bombore Permit, the Naoube Permit and the Soubeiga Permit (the "Placer / Solomon Agreement"). Solomon will grant Placer the right to purchase all such interests, on an optional basis, in consideration of payments of U.S.$250,000 thirty days after execution of the Placer / Solomon Agreement and on each of the first and second anniversary of the Placer / Solomon Agreement, as well as a payment of U.S.$2,000,000 on the third anniversary of such agreement. If Placer earns a 20% interest in the Bombore Permit and a 15% interest in the Naoube Permit from Channel pursuant to the Agreement, and if Placer acquires Solomon's interests in the Bombore and Naoube Permits pursuant to the Placer / Solomon Agreement, Channel and Placer shall establish a Burkina Faso mining company, owned 35% by Channel and 65% by Placer, to hold the Bombore Permit and the Naoube Permit (the "Mining Company") for the purpose of developing and placing a mine into production. Placer will provide all funding required by the Mining Company following exercise of the Option by Placer until completion of a feasibility study "A Feasibility Study" is an episode of the original The Outer Limits television show. It first aired on 13 April, 1964, during the first season. It was remade in 1997 as part of the revived The Outer Limits series with a minor title change. on the Bombore Permit. Such funding will be by way of a loan at U.S. prime plus 2% and otherwise on terms commensurate com·men·su·rate adj. 1. Of the same size, extent, or duration as another. 2. Corresponding in size or degree; proportionate: a salary commensurate with my performance. 3. with prevailing mining industry standards. All revenue from any mine brought into operation would be applied towards reimbursement Reimbursement Payment made to someone for out-of-pocket expenses has incurred. of Placer for funds loaned to the Mining Company. On completion of a feasibility study on the Bombore Permit, Placer will use reasonable efforts to arrange senior financing for a mine on terms, including interest payable, commensurate with prevailing mining industry standards. In the event equity financing Equity Financing The act of raising money for company activities by selling common or preferred stock to individual or institutional investors. In return for the money paid, shareholders receive ownership interests in the corporation. is required for such mine, Channel may within sixty days after a production decision is made, elect by notice in writing to Placer: 1. to participate in the development and production by providing its 35% share of equity financing for the mine; 2. to participate in the development and production of a 10% interest by providing 10% of the equity financing for such mine and have the right to acquire an additional 16% interest (for a total 26% interest), sixty days after the commencement of production by paying 16% of the development and production costs incurred by Placer together with interest at a 2% premium over the senior financing interest rate; or 3. to convert its interest to a 5% net profits interest. During the currency of each of the Agreement and the Placer / Solomon Agreement, the Option and Joint Venture Agreement dated for reference July 1, 1996 among Channel and Solomon shall be suspended. Channel views this agreement as a major step for the exploration and development of the Bombore Permit. Channel previously announced an Indicated Resource at the Bombore First Target on the Bombore Permit of 1,200,000 ounces gold defined in oxide material over 7 mineralized min·er·al·ize v. min·er·al·ized, min·er·al·iz·ing, min·er·al·iz·es v.tr. 1. To convert to a mineral substance; petrify. 2. To transform a metal into a mineral by oxidation. 3. zones with a total strike length of 8,500 metres, from surface to an average depth of 50 metres, with a cut-off cut-off Anesthesiology The point at which elongation of the carbon chain of the 1-alkanol family of anesthetics results in a precipitous drop in the anesthetic potential of these agents–eg, at > 12 carbons in length, there is little anesthetic activity, grade of 0.5 gram per tonne tonne measure of weight or mass; 1 tonne=1000 kg. See also ton. . The initial U.S.$500,000 work program on the Bombore Permit will consist primarily of Reverse Circulation drilling to test deposit strike and depth extensions, Diamond Core infill in·fill n. 1. The use of vacant land and property within a built-up area for further construction or development, especially as part of a neighborhood preservation or limited growth program. 2. drilling and metallurgical met·al·lur·gy n. 1. The science that deals with procedures used in extracting metals from their ores, purifying and alloying metals, and creating useful objects from metals. 2. testing. In addition, Rotary Air Blast drilling will assess other targets on the Bombore Permit. Channel has filed a Material Change Report pursuant to the requirements of Ontario Securities Commission The Ontario Securities Commission (OSC) is a regulatory agency which administers and enforces securities legislation in the Canadian province of Ontario. The OSC is an Ontario Crown corporation which reports to the Ontario legislature through the Minister of Finance. Policy Statement No. 9.1 (the "Policy Statement"). Channel will send a copy of such Material Change Report to any shareholder upon request and without charge. Although Placer is a related party to Channel by reason of the fact that Placer holds 14.47% of the issued and outstanding shares of Channel, Channel has relied upon certain exemptions contained in sections 18.2(5) and 20.1(1) of the Policy Statement which relieves it from the obligations to obtain a valuation and the approval of minority shareholders. Placer has no representation on the Board of Directors of Channel or on its management, the transaction was negotiated at arm's length arm's length adj. the description of an agreement made by two parties freely and independently of each other, and without some special relationship, such as being a relative, having another deal on the side or one party having complete control of the other. with Placer and has been approved in writing by independent shareholders holding in excess of 20% of the issued shares of Channel, being a higher percentage than that held by Placer. |
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