VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 14, 2011) - Capstone Mining Corp. ("Capstone") (TSX:CS) and Far West Mining Ltd. ("Far West") (News - Market indicators) are pleased to announce that Far West received, at the meeting of its securityholders held on June 13, 2011, securityholder approval for the arrangement pursuant to which Capstone will acquire all of the issued and outstanding common shares of Far West (the "Arrangement"). 68.88% of the eligible Far West securities were voted at the Far West meeting, with 97.05% of the securities being voted in favour of the Arrangement. The Arrangement is described in the respective management information circulars of Capstone and Far West, each dated May 12, 2011.
Capstone also received, at the meeting of its shareholders held on June 13, 2011, shareholder approval for the issuance of Capstone common shares to the former securityholders of Far West and to an affiliate of Korea Resources Corporation ("KORES") in connection with the formation of a long-term strategic partnership with KORES for the development of Far West's Santo Domingo project in Chile. 62.53% of the eligible Capstone shares were voted at the Capstone meeting, with 99.22% of the shares being voted in favour of the share issuances. Subject to and immediately following the completion of the Arrangement, KORES (through an affiliated company) will: (i) acquire a 30% interest in the entity that will own the Santo Domingo project for cash consideration of approximately C$195 million to Capstone, and (ii) subscribe for an approximate 11% interest in Capstone for aggregate cash consideration of approximately C$175 million.
Closing of the Arrangement and the transactions contemplated between Capstone and KORES is expected to occur on or about June 16, 2011.
Capstone Mining Corp.
Capstone Mining Corp. is a TSX listed Canadian mining company whose principal business activity is the production of copper from the Company's two producing copper mines: the 100% owned Cozamin copper-silver-zinc-lead mine located in Zacatecas State, Mexico and the 100% owned Minto copper-gold-silver mine in Yukon, Canada.
Using its operations as a springboard, Capstone aims to grow both organically and through mergers and acquisitions: organic growth through continued mineral resource and reserve expansions at its operating mines and through the development of its 100% owned high grade Kutcho copper-zinc-gold-silver deposit in British Columbia, while M&A provides opportunities to accelerate that growth profile by combining with other current producers or acquiring operating mines or development projects. Capstone is included in the S&P/TSX Global Mining Index and S&P/TSX Composite Index. Additional information on Capstone Mining Corp. is available on Capstone's website at www.capstonemining.com.
Far West Mining Ltd.
Far West Mining Ltd. is an international mineral exploration company headquartered in Vancouver, Canada. Far West is primarily engaged in the evaluation, acquisition, and exploration of mineral properties in Chile and Australia. Far West's main project is the wholly owned Santo Domingo copper-iron-gold deposit in Chile. The deposit has indicated resources of 486 million tonnes at a copper-equivalent grade of 0.57% and inferred resources of 61 million tonnes at a copper-equivalent grade of 0.46% (NI 43-101 compliant, news release dated July 12, 2010). The project is located at low elevation (1000m), approximately 800km north of Santiago. There is superior infrastructure nearby, with a paved highway (1km), power (7km), railway (7km), deep water port (60km) and smelter (60km), which all provide an ideal scenario for rapid development of the project. Since the completion of the scoping study in May 2008, the indicated resource has more than doubled and the recovery of copper and magnetite iron has been confirmed by detailed test work. Far West is currently working towards completing a pre-feasibility study due in Q3 2011 on Santo Domingo (news release dated April 16, 2011). Additional information on Far West Mining Ltd. is available on Far West's website at http://www.farwestmining.com.
Forward-Looking Statements
This document may contain "forward-looking information" within the meaning of Canadian securities legislation and "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 (collectively, "forward-looking statements"). These forward-looking statements are made as of the date of this document.
Forward-looking statements relate to future events or future performance and reflect Capstone and Far West management's expectations or beliefs regarding future events and include, but are not limited to, statements with respect to the timing and implementation of the proposed transaction, the integration of Capstone and Far West following the transaction, estimation of mineral reserves and mineral resources, availability of cash flow to fund capital requirements, the timing and amount of estimated future production, availability of project financing, and success of mining and development operations. Assumptions upon which such forward-looking statements are based include that Capstone and Far West will be able to satisfy the conditions in the Agreement, that the required approvals will be obtained from the shareholders of each of Capstone and Far West, that all third party, court, regulatory and governmental approvals to the transaction will be obtained, tax treatment of the transaction and that all other conditions to completion of the transaction will be satisfied or waived. Many of these assumptions are based on factors and events that are not within the control of Capstone or Far West and there is no assurance they will prove to be correct.
In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative of these terms or comparable terminology. By their very nature forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Capstone and Far West to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, risks related to actual results of current exploration and development activities; changes in project parameters as plans continue to be refined; future prices of resources; possible variations in ore reserves, grade or recovery rates; accidents, labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing or in the completion of development or construction activities; as well as those factors detailed from time to time in Capstone's and Far West's interim and annual financial statements and management's discussion and analysis of those statements, all of which are filed and available for review on SEDAR at www.sedar.com. Although each of Capstone and Far West have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Capstone and Far West provide no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on forward-looking statements.
