Camisha Resources Corp. enters into a Purchase Agreement to Acquire 100% of Prima Fluorspar Corp.
22 Settembre 2012 - 11:57PM
PR Newswire (Canada)
VANCOUVER, Sept. 25, 2012 /CNW/ - Camisha Resources Corp.
("Camisha" or the "Company") is pleased to announce that on
September 21, 2012 it entered into an agreement in principal to
acquire 100% of Prima Fluorspar Corp. ("Prima"). The resulting
company will focus on confirming and expanding the historic mineral
resource* of approximately 3.2 million tonnes averaging 32%
fluorspar at its 100%-owned, 22,588 ha (55,816 acres) Liard
Fluorspar Property in Northern British Columbia, Canada. Highlights
-- Fluorspar (fluorite) is a critical commodity with an annual
market of $2.4 billion. Fluorspar is used in the production of
hydrofluoric acid, fluorocarbons (aerosols, refrigerant etc.),
fluoropolymers (Teflon), aluminum smelting, steel production,
refining of petroleum, uranium and concrete. In 2011, 6.2 million
tonnes were sold at an average price of $400 - the price has
increased 300% from 2003. -- Current prices for acid grade
fluorspar are at a high of $550-600/tonne (Industrial Minerals
Magazine). Exports from China - the dominant fluorspar producer -
are decreasing due to export taxes, increased domestic consumption
and depleting supply. The North American market is open for new
supply as there are no producing fluorspar mines in Canada and the
USA. -- Prima's 100%-owned Liard Fluorspar Property, 22,588 ha
(55,816 acres) in size, is an advanced stage exploration project
with an historic geological resource* of approximately 3.2 million
tonnes averaging 32% fluorite.Prima is confident in the potential
for proving with modern methods and possible expansion of the
resource* at depth and along strike for several kilometers. The
Liard Property is on the Alaska Highway with easy access to markets
through the railhead at Fort Nelson, 300 km by highway from the
property. -- Subject to regulatory and shareholder approvals, and
subject to financing, the company resulting from the purchase
agreement, - to be renamed Prima Fluorspar Corp. - will conduct a
significant drill program on the Liard Fluorspar Property during
2013 to confirm and expand the historic geological resource* with
plans to issue a Preliminary Economic Assessment in the fourth
quarter, 2013. About Fluorspar Fluorspar, the commercial name for
fluorite (CaF(2)) is a critical commodity. The annual worldwide
market for fluorspar is estimated at $2.4 billion. World reserves
of fluorspar are estimated at 240 million tonnes with annual
production of 6.2 million tonnes in 2011. Since 2003, the average
selling price of fluorspar has increased from $130/tonne to
$400/tonne. Current prices for acid grade fluorspar (September,
2012) are reaching a high of $550-600/tonne (Industrial Minerals
Magazine). Fluorspar is used in the production of hydrofluoric
acid, fluorocarbons (aerosols, refrigerant etc.), fluoropolymers
(Teflon), aluminum smelting, steel production, refining of
petroleum, uranium and concrete. Large North American consumers and
purchasers include Alcan, Alcoa, Honeywell, Dupont, Dow, BASF, 3M.
The North American market is open for new supply as there are no
producing fluorspar mines in Canada and the USA and China's supply
is decreasing. China's history with fluorspar is similar to other
critical commodities like rare earth elements where China has built
up a dominant supply position only to subsequently limit exports.
The fluorspar exports from China are steadily decreasing through a
15% export tax, growing internal consumption and depleting supply.
China is currently the largest producer of fluorspar: ~3.3 million
tonnes fluorspar in 2010. About Prima Fluorspar Corp. Prima's Liard
Fluorspar Property is an advanced stage exploration project,
located along the Alaska Highway 300 km from the railhead at Fort
Nelson. The Liard Property has an historic geological resource* of
approximately 3.2 million tonnes averaging 32% fluorite. Over 60
holes in 7 major showings were drilled in 1971 and 1972 by Conwest
Exploration Company, a well-established mining company. No
technical report is currently available regarding the historic
resources on the property. An unknown amount of this historic
resource estimate may be outside of Prima's Liard Flourspar
Property. The claims hosting the historic fluorspar showings were
acquired from prospector, Dave Heyman of Mission, British Columbia.
The mineralization follows a lithological contact, which continues
across Prima's property for several kilometers. The historic
drilling was shallow and did not follow the mineralization to depth
or along strike. Prima is confident that the historical estimate is
relevant as an indication of the potential of the property. Prima
is also hopeful for the potential for expansion of the resource* at
depth and along strike for several kilometers. Historic
mineralization, found in 1971 and 1972 was noted to be close to
surface and amenable to open pit mining. Historic metallurgical
testing of bulk samples and drill core from the property indicates
the ability to produce a high-quality acid-grade product of greater
than 97% CaF2 using conventional flotation methods.* Acid grade
product fetches the highest market price. In order to verify the
historical estimate as a current mineral resource, the company will
have to conduct detailed definition drilling on the property. NO
QUALIFIED PERSON HAS DONE SUFFICIENT WORK TO CLASSIFY THE
HISTORICAL RESOURCE ESTIMATE AS A CURRENT MINERAL RESOURCE. CAMISHA
IS NOT TREATING THE HISTORICAL ESTIMATE AS A CURRENT MINERAL
RESOURCE. NO TECHNICAL REPORT UNDER NATIONAL INSTRUMENT 43-101 HAS
BEEN COMPLETED ON THE PROPERTY. Current prices for acid grade
fluorspar (September, 2012) are reaching a high of $550-600/tonne
(Industrial Minerals Magazine). The North American market is open
for new supply as there are no producing fluorspar mines in Canada
and the USA. Industrial users in Edmonton, Alberta; Vancouver, BC;
Seattle, WA. and the Rio Tinto Alcan aluminum smelter in Kitimat,
BC are possible markets for potential fluorspar production from the
Liard property. For more information about Prima please click:
http://primafluorspar.com/. Purchase Agreement Subject to
regulatory and shareholder approval, the Company has agreed to the
following terms: -- The Company will issue 10,015,000 common shares
to all Prima shareholders on a one for one basis All of the
10,015,000 common shares issued in conjunction with the purchase
agreement will be subject to Escrow agreements pursuant to National
Policy 46-201. -- A Special Shareholders Meeting will be held on
November 26, 2012 to: 1. approve the purchase agreement; 2. approve
the change of the Company name to Prima Fluorspar Corp.; 3. elect
Mr. Robert Bick, Mr. Sean Charland and Mr. Dean Nawata to the board
of directors. The transaction will be considered a reviewable
transaction under the policies of the TSX Venture Exchange, and
will require its acceptance in addition to shareholder approval.
Incoming Management Robert Bick From 2007 to 2010, Robert Bick
served as CEO and Executive Chairman of Evolving Gold Corp.
www.evolvinggold.com. Robert joined Evolving when it had a market
cap of less than $3 million, trading on the CNSX at $0.18. During
Robert's tenure, Evolving raised over $50 million, moved to the TSX
Venture Exchange and subsequently graduated to the TSX. When Robert
left, Evolving had a market cap of over $100 Million. Having served
as Officer and Director with several junior resource companies,
Robert has a comprehensive understanding of the requirements of
building junior public companies from the early stages. Sean
Charland Sean Charland is a seasoned communications professional
with experience in raising capital and marketing resource
exploration companies. Mr. Charland is a director of Zimtu Capital
Corp., an investment issuer listed on the TSX Venture
Exchange. His network of financial community contacts extends
across North America and Europe. Mr. Charland also serves as a
Director (April 2011 - present) and Corporate Secretary (September
2011 - present) of Pacific Polar Energy Group, a private
exploration company focused on Colombia; Director of Nanton Nickel
Corp. (April 2012 - present); and a Director of Arctic Star
Exploration Corp. (March 2012 - present). Dean Nawata Dean Nawata
has over 18 years of public market experience, nine of which he
spent as a licensed stockbroker focusing on financing of junior
mining and oil/gas projects with Nesbitt Burns, Research Capital
Corporation, and Raymond James. Mr. Nawata currently holds a
position in Business Development for 49 North Resources - a
resource investment, financial, managerial and geological advisory,
and merchant banking Corporation listed on the TSX Venture
Exchange. He is President and CEO of Olympic Resources Ltd.
(May 2012 - present) and a Director of Big North Graphite Corp.
(December, 2011 - present). Non- Brokered Private Placement In
conjunction with the acquisition of Prima, and subject to
regulatory approvals, the Company wishes to announce a private
placement of 4,750,000 common shares at a price of $0.10 per share
for gross proceeds of $475,000. This placement of $0.10 private
placement common shares will be subject to three year escrow
provisions and will be used for general working capital and for
exploration of the King Property and the Liard Fluorspar Property.
A finder's fee may be payable in accordance with the policies of
the TSX. About the Resulting Company After closing of the
transactions described in this press release, the Company will
explore the Liard Fluorspar Property in northern BC. The Resulting
Company - to be renamed Prima Fluorspar Corp. - will conduct a
significant drill program during 2013 to confirm and expand the
historic geological resource* with plans to issue a Preliminary
Economic Assessment in the fourth quarter, 2013. The Company will
also conduct an exploration program on its King Property in the
Yukon. In compliance with National Instrument 43-101, Neil
McCallum, P.Geo. is the Qualified Person responsible for the
technical disclosure of this news release. On Behalf of the Board
of Directors CAMISHA RESOURCES CORP. "David Hodge" David Hodge
President & CEO Phone: 604.681.1568 *Historical Data: Prima has
not undertaken an independent verification to classify the historic
resource estimate quoted from a Mineral Potential Compilation
Report for the BC Department of Economic Development, written by
Wright Engineers Limited and H.N. Halvorson Consultants Ltd., in
January 17, 1975 as a current mineral resource. Neither has
Prima independently verified the results of the previous
exploration work. Therefore, the historical mineral resource should
not be relied upon, but the issuer believes the information to be
relevant and reasonably reliable. An unknown quantity of the
3.2 million tonnes are on mineral claims outside of the current
Liard Fluorspar Property. However, based on the information
available, the majority of the estimate is based on the deposits
located on Prima's Liard Fluorspar Property. The key assumptions,
parameters and methods of the resource estimate are unknown at this
time. New deposit definition drilling is needed to develop a
current resource estimate on the property. Prima believes that
these historical mineral resources provide a conceptual indication
of the potential of the property and are relevant to ongoing
exploration. FORWARD LOOKING STATEMENTS: This press release
contains forward-looking statements, which address future events
and conditions, which are subject to various risks and
uncertainties. Forward looking statements in this press release
include that the Company will purchase all the shares of Prima
Fluorspar, that we can conduct a financing for working capital and
exploration funds, that the property of Prima Fluorspar has
resources and that we can verify and expand those resources, that
the mineralization is close to surface and amenable to open pit
mining, and that we can obtain regulatory acceptance for this
transaction. The Company's actual results and financial position
could differ materially from those anticipated in such
forward-looking statements as a result of numerous factors, some of
which may be beyond the Company's control. These factors
include: results of exploration activities and development of
mineral properties, fluctuations in the marketplace for the sale of
minerals, the inability to close on the proposed acquisition,
reliance on inaccurate data, the inability to obtain financing,
currency fluctuations, the market price of fluorspar, general
market and industry conditions and other risks disclosed in the
Company's filings with Canadian Securities Regulators. In addition,
even if there is substantial mineralization on the company's
properties, there is no assurance that we will be able to
commercially exploit it. Forward-looking statements are based on
the expectations and opinions of the Company's management on the
date the statements are made. 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 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. Neither the TSX
Venture Exchange nor its Regulation Services Provider (as that term
is defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
Camisha Resources Corp. CONTACT: Kevin BottomleyShareholder
ServicesToll Free: 1.877.377.6222Phone: 604.681.1568Email:
info@zimtu.com
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