MELBOURNE, AUSTRALIA--(Marketwire - Oct. 10, 2012) - Mindoro Resources Ltd. (TSX VENTURE:MIO)(FRANKFURT:OLM)(ASX:MDO) ("Mindoro" or the "Company") is pleased to announce the results of a special meeting ("Special Meeting") of the Company's shareholders held on 9 October 2012 and to provide an update with respect to the second tranche of the private placement with TVI Pacific Inc. ("TVI").
Results of Special Meeting
The required quorum for the Special Meeting of the shareholders of the Company was present and each of the resolutions (numbered 1 through 4 in the Notice of Meeting) was duly approved by the shareholders of the Company.
Resolutions 1 through 3 related to the approval of past securities issuances for purposes of Australian Stock Exchange Listing Rule 7.4, including the issuance to TVI of 18,779,353 units, each unit ("Unit") consisting of a common share and a common share purchase warrant of the Company, on September 28, 2012 pursuant to TVI's tranche 1 investment. For further details concerning the tranche 1 investment by TVI, see the Mindoro release of 1 October, 2012.
Resolution 4, in the form passed at the meeting, approved TVI as a new "control person" of the Company and the further private placement by the Company to TVI of up to an additional 44,336,206 Units. The resolution was supported by over 99% of shareholders that voted.
Update on Tranche 2 Investment by TVI
TVI entered into a second subscription agreement with Mindoro on 28 September 2012, which provided for the completion of the second tranche of the private placement (the "Second Tranche Private Placement"), subject to the satisfaction or waiver of various conditions, including approval of the shareholders of Mindoro and completion by TVI of satisfactory due diligence. See the Mindoro release of 01 October, 2012. The subscription agreement for the Second Tranche Private Placement contemplated that TVI would acquire an additional 44,336,206 Units, at a price of $0.05 per Unit, for an investment of C$2,216,810 in aggregate.
On 9 October 2012 Mindoro and TVI signed an amending agreement and a further subscription agreement (the "Tranche 2B Subscription Agreement"), which provided as follows:
- TVI would acquire, subject to the satisfaction or waiver of various conditions, 24,000,000 Units (as opposed to the originally contemplated 44,336,206 Units), at a price of $0.05 per Unit, for an investment of C$1,200,000, in aggregate, pursuant to the Second Tranche Private Placement, as amended (the "Tranche 2A Private Placement"). The Tranche 2A Private Placement is expected to close later today.
- Under the Tranche 2B Subscription Agreement, TVI has the right to acquire the remaining 20,336,206 Units at its option until 9 October 2013. The Tranche 2B Subscription Agreement is subject to the satisfaction or waiver of various conditions. Each Unit that TVI elects to acquire would be at a price per Unit equal to the greater of $0.05 and the maximum allowable Discounted Market Price under the rules of the TSX Venture Exchange (determined on the date of an election to purchase by TVI). Each Unit would consist of one Share and one common share purchase warrant (a "Tranche 2B Warrant"). Subject to adjustment, each Tranche 2 Warrant will entitle TVI to purchase one additional Share, at a price which is the greater of $0.10 per share and the Market Price under the rules of the TSX Venture Exchange (determined on the date of an election to purchase by TVI), at any time until five years after the date of issuance of the Tranche 2B Warrants.
Mindoro President and CEO Jon Dugdale said, "We are very pleased that TVI has become a substantial shareholder of the Company and retains the right to invest further funds to support Mindoro until cashflow is achieved. We are looking forward to TVI advancing the joint venture projects toward achieving this objective."
On behalf of the Board of Directors:
Jon Dugdale, President and CEO
For further information, please contact Mindoro's Melbourne office at +61 3 9614 5055.
For investor relations inquiries please email firstname.lastname@example.org.
About Mindoro Resources
Mindoro is a Tier 1 Issuer trading on the TSX Venture Exchange (MIO), Australian Securities Exchange (MDO) and Frankfurt Stock Exchange (WKN 906167). Mindoro is focused on nickel, gold and copper-gold exploration and development in the Philippines where its 75% interest PFS-stage (Nov 2011) Agata Nickel Project has NI 43-101 Mineral Resources that include Measured and Indicated resource estimates totalling 42.76 million tonnes at 1.01% nickel, for 430,000 tonnes contained nickel, and Inferred resource estimates totalling 2.435 million tonnes at 0.99% nickel (Sep 2011). In addition, the Company has NI 43-101 Mineral Resource estimates on its 100% interest Batangas projects (subject to the Red Mountain Mining Share Sale Agreement, detailed in the Mindoro release 23 July 2012) of Indicated Resources 393,000 ounces (Archangel, Indicated 9,879,000t @ 1.1 g/t Au and Lobo, Indicated 270,000t @ 6.49 g/t Au) and Inferred Resources 108,000 ounces (Archangel, Inferred 3,741,000t @ 0.8 g/t Au and Lobo, Inferred 61,000t @ 5.35 g/t Au); a drill-defined copper-gold-sulphur Exploration Target on its 75% interest Pan de Azucar project, Iloilo, as well as 10 key porphyry copper-gold prospects at varying stages of advancement.
The Company's development and production objectives are intended to provide an indication of management's current expectations and are still conceptual in nature. It is uncertain that sufficient resources will be established and if established that these resources will be converted into economically viable mining reserves. Until a feasibility study has been completed, there is no certainty that these objectives will be met. Mindoro's exploration programs are prepared and/or designed and carried out under the supervision of Tony Climie, P.Geo., who is a qualified person as defined by National Instrument 43-101 and is a competent person as defined by the JORC Code, and who has reviewed and verified the pertinent disclosure of exploration related technical information contained in this news release. The Company's resource estimates were originally prepared in accordance with National Instrument 43-101 Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators ("NI 43-101") and the Canadian Institute of Mining, Metallurgy and Petroleum classification system. NI 43-101 is a rule developed by the Canadian Securities Administrators that governs how Canadian issuers disclose scientific and technical information about mineral projects. All resource information is also expressed in terms of the JORC Code. The information in this news release that relates to Exploration Results or Mineral Resources is based on information compiled by Jon Dugdale, who is a member of The Australasian Institute of Mining and Metallurgy. Jon Dugdale has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the 'Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves'. Jon Dugdale consents to the inclusion in the report of the matters based on the information in the form and context in which it appears.
This release may contain forward-looking statements including management's assessments of future plans and operations, and expectations of future production. These statements are based on current expectations that involve a number of risks and uncertainties, which could cause actual results to differ materially from those anticipated. These risks include, but are not limited to, the risks associated with the mining and exploration industry (e.g. operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty with respect to results of exploration, the uncertainty of estimates and projections relating to production and the uncertainty of the availability of capital). The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The Company does not undertake to update forward-looking statements except where required to do so by law.
Neither 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.