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Bactech To Resume Trading October 4, 2007
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Toronto, Canada, October 3, 2007: BacTech Mining Corporation
("BacTech" or the "Company", TSX-V: BM) is pleased to announce it has
received notification from the TSX Venture Exchange (the "TSX-V") that
its shares will resume trading at the opening on October 4, 2007.
Trading was halted at the Company's request on September 4, 2007 in
anticipation of the announcement of the Company's proposed acquisition
of Scorpio Gold Corporation, a subsidiary of Toronto Stock Exchange
listed Scorpio Mining Corporation (TSX: SPM), which will result in SPM
becoming the majority shareholder of BacTech, and remained halted in
accordance with TSX-V policies pending the filing of certain
preliminary documents. The details of the proposed acquisition are set
forth in the Company's previous press release dated September 6, 2007.
For those who may have missed the original press release, the
announcement is summarized in a condensed form below.
On September 4, 2007, the Company signed a Letter of Intent ("LOI")
with a private company incorporated under the Canada Business
Corporations Act ("CBCA"), Scorpio Gold Corporation ("SGC"), which is
93.5% owned by Toronto Stock Exchange listed Scorpio Mining Corporation
("SPM"), also incorporated under the CBCA, to acquire its gold assets
in Nova Scotia and Quebec, in exchange for common shares of BacTech.
The transaction will result in SPM becoming the controlling shareholder
of BacTech. BacTech has been advised that SPM does not, to its
knowledge, have any shareholders who are control persons within the
meaning of Canadian securities laws.
BacTech, subject to shareholder and TSX Venture Exchange ("TSX-V")
approvals, and certain other customary conditions, will issue to SGC
shareholders 2.6 shares of BacTech for each share of SGC held at a
deemed value of $0.18 per share, resulting in SGC shareholders
acquiring approximately 56% of the common shares of BacTech
(approximately 50.7% on a fully diluted basis). The signing of a
definitive agreement will be preceded by a 35 day due diligence period.
The transaction is expected to close within 120 days, and is subject
to customary conditions, including definitive documentation, receipt of
all requisite regulatory approvals, including the approval of the TSX-V
and the Toronto Stock Exchange, and approval by the shareholders of
BacTech. BacTech has obtained voting support agreements supporting the
transaction from shareholders representing more than 40% of the
outstanding shares of BacTech.
The resulting company, to be called Scorpio Gold Corporation, will
continue to pursue BacTech's strategy of acquiring refractory gold and
complex base metal projects for application of its proprietary
bioleaching technology. The Company will also have an excellent
portfolio of advanced stage development properties in Canada, and
access to SPM's expertise in Mexico for acquiring, developing, or
operating complementary projects in Mexico.
The proposed management of the resulting company is as follows:
Peter J. Hawley, Chairman and CEO
M. Ross Orr, President
Louis R. Nagy, Chief Financial Officer
Paul C. Miller, Vice President, Technology and Engineering
Stephen Roebuck, Vice President, Development
The proposed Board of Directors of the resulting company is as follows:
Peter J. Hawley, Chairman
M. Ross Orr
John C. Gingerich
D. Roger Scammell
(plus 3 mutually agreed independents)
The new company will be based in Toronto at BacTech's current location,
and will continue to be listed on the TSX-V.
The Scorpio Assets
Caribou Gold Mine: Located 80 km north of Halifax. SGC has the right
to earn a 100% interest in this past-producing high grade gold mine,
with potential to expand and upgrade the current National Instrument
43-101 ("NI 43-101") inferred mineral resources of 350,305 tonnes
grading 8.41 grams of gold per tonne, uncut (94,763 contained ounces of
gold). An aggressive exploration and development plan has begun that
includes surface
Diamond drilling, dewatering of the old mine shaft,
erection of a head frame, a hoist system, supporting surface
infrastructure, underground mapping and
Diamond drilling. Completion
of this program will require additional financing and various
alternatives are being considered to raise these funds. A bulk sample
decision will be made based on the results of this program.
Cochrane Hill Deposit: 100% owned, located in Guysborough County, Nova
Scotia. Recently, this advanced property was optioned to Atlantic Gold
of Australia. The current NI 43-101 resource study estimates an
indicated mineral resource of 588,794 tons grading 0.191 ounces of gold
per ton (112,460 contained ounces of gold) and an inferred mineral
resource of 29,422 tons grading 0.165 ounces of gold per ton. Atlantic
Gold will work to increase these resources through a planned $4.75
million exploration program and will make $100,000 in cash payments
over a four year period to earn a 60% interest in the project.
Atlantic Gold's main focus will be to look at the economic viability of
an open pit mining operation.
Lac Arseneault Property: Located in the Gasp� region of eastern
Quebec, the property is a mid-stage exploration project in which SGC
has an option to earn a 100% interest. High-grade
gold-silver-zinc-lead mineralization is hosted in an extensive system
of quartz veins and breccia zones. Previous work includes mapping,
geophysics, trenching and
Diamond drilling.
SPM has had a presence in Mexico for over nine years and, as such, has
evaluated numerous properties which do not fit the mandate of the
company, but could potentially fit SGC's plans. Initial reconnaissance
by SPM has identified five gold showings worthy of follow up by SGC.
Mexico is host to many refractory deposits in both gold and base
metals, and it is expected that an extensive search will begin to
locate a suitable project following the completion of this transaction.
The Qualified Person, as defined under NI 43-101, for SGC's projects,
is the President of Scorpio Mining Corporation, D. Roger Scammell,
P.Geo. Mr. Scammell is responsible for the current exploration and
development programs and the preparation of all technical information
provided in this press release.
CAUTIONARY STATEMENT REGARDING REVERSE TAKEOVER TRANSACTION
Completion of the transaction is subject to a number of conditions,
including TSX-V acceptance and disinterested shareholder approval. The
transaction cannot close until the required shareholder approval is
obtained. There can be no assurance that the transaction will be
completed as proposed or at all.
Investors are cautioned that, except as disclosed in the filing
statement to be prepared in connection with the transaction, any
information released or received with respect to this transaction may
not be accurate or complete and should not be relied upon. Trading in
the securities of BacTech should be considered highly speculative.
The TSX-V has in no way passed upon the merits of the proposed
transaction and has neither approved nor disapproved the contents of
this press release.
BACTECH PROFILE
BacTech has developed and patented bacterial oxidation technology for
the treatment of refractory ores and concentrates to enhance the
recovery of gold, silver and base metals. BacTech has successfully
commissioned three bioleach plants for gold and demonstrated its
technology in the selective recovery of base metals from complex
sulphide concentrates in a joint project with Industrias Pe�oles de
C.V. of Mexico. The Company's focus is the acquisition of equity
positions in projects amenable to bioleaching. Recently, the Company
expanded its focus through the establishment of a uranium Joint Venture
with Quinto Mining Corporation in Quebec.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
Except for statements of historical fact relating to the Company, SGC
and SPM, certain information contained herein constitutes
"forward-looking statements". Forward-looking statements are frequently
characterized by words such as "plan," "expect," "project," "intend,"
"believe," "anticipate" and other similar words, or statements that
certain events or conditions "may" or "will" occur. Forward-looking
statements are based on the opinions and estimates of management at the
date the statements are made, and are subject to a variety of risks and
uncertainties and other factors that could cause actual events or
results to differ materially from those projected in the
forward-looking statements. These factors include the inherent risks
involved in the exploration and development of mineral properties, the
uncertainties involved in interpreting drilling results and other
ecological data, fluctuating metal prices, the possibility of project
cost overruns or unanticipated costs and expenses, uncertainties
relating to the availability and costs of financing needed in the
future and other factors described in the section entitled "Risks" in
the Company's Management Discussion and Analysis for the year ended
December 31, 2006, and in the section entitled "General Development of
the Business -- Risk Factors" in SPM's annual information form for the
year ended December 31, 2006 as they relate to the SGC gold assets.
Circumstances or management's estimates or opinions could change. The
reader is cautioned not to place undue reliance on forward-looking
statements.
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For further information contact:
Ross Orr, President & CEO, 416-813-0303 ext 222
Investor Relations:
Pierre Anglos 1-800-436-2027 Email: capitalgainsco@shaw.ca
Shares outstanding 57,457,205
The TSX Venture Exchange has not reviewed and does not accept any
responsibility for the adequacy or accuracy of this release
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Copyright (c) 2007 BACTECH MINING CORPORATION (BM) All rights
reserved. For more information visit our website at
http://www.bactech.com/ or send mailto:info@bactech.com
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