Proposed Acquisition, Copper Joe Update, Issuance of Stock Options and $2.5 Million Private Placement
Vancouver, B.C.: AKA Ventures Inc. ("AKA" or the "Company") (TSX-V Symbol: AKA) announces that it has entered into a Letter of Intent ("LOI") for the acquisition of all of the issued and outstanding shares and outstanding warrants of BGG Resources Corporation ("BGG") a private company. BGG owns a 50% undivided interest in two mineral exploration properties located near Kingman, Mohave County, Arizona known as the Wikieup and Mineral Valley properties (the "Properties"). BGG also holds options to acquire an additional 20% interest ("the Options") in the Properties which upon exercise, would result in BGG holding a cumulative 70% undivided interest in each of the Properties. The Properties have been assembled for their potential to host porphyry copper-molybdenum systems.
The Properties consist of certain mineral claims and leasehold interests held by 0733351 B.C. Ltd. ("0733351"), a private company with directors and shareholders in common with BGG. In order to exercise each of the Options, BGG is required, over the next five years, to make payments to 0733351 totalling $500,000 and complete $3.0 million of expenditures on each of the Properties
Certain portions of the Wikieup and Mineral Valley properties are the subject of leases entered into between 0733351 and the underlying property holders ("the Leases"). The term of the Leases is 10 years, subject to a 10 year right of renewal if mining operations have been undertaken prior to the expiry of the initial 10 year term with the right to obtain a further 5 year extension thereafter. Each of the leases are subject to advanced royalty payments pursuant to a 4% net smelter return royalty ("NSR Royalty") which can be reduced to 2% upon payment of US$3.25 million to the lessors. A certain portion of the Wikieup property is also the subject of lease negotiations regarding a proposed lease with another underlying property holder (the "Proposed Lease").
It is anticipated that the acquisition of BGG will be conducted by way of a securities exchange with the shareholders and warrant holders of BGG. The final structure of the transaction will be determined on the bases of tax, securities and corporate law advice in order to secure the most efficient structure for each of the parties and their respective security holders. BGG currently has 23,894,812 shares and 5,313,000 warrants outstanding and under the terms of the LOI the acquisition is anticipated to be on a 1 for 1 share basis including the issuance of 5,313,000 warrants to be exercisable at $0.20 for a period of one year from closing of the transaction. The proposed transaction also involves the payment of $100,000 to BGG.
The acquisition of BGG is subject to a number of conditions including:
- the completion by AKA of a satisfactory due diligence review of BGG and the Wikieup and Mineral Valley properties within 30 days;
- delivery to AKA of satisfactory audited financial statements of BGG;
- deliveries of title opinions and satisfactory technical reports on the Properties in compliance with National Instrument 43-101;
- a minimum $2.5 million private placement to be completed by AKA concurrently with the completion of the acquisition of BGG;
- finalization of the Proposed Lease; and
- receipt of all required approvals including regulatory approval.
The Wikieup property consists of 139 unpatented federal lode claims covering 2280 acres and a mineral lease on 1440 acres. A second mineral lease covering 1920 acres is currently under negotiation with the owner. The property covers a prospective porphyry copper-molybdenum target comprising the hypothetical downfaulted hangingwall block of the outcropping Wikieup/Groom Peak porphyry system. The exposed parts of the Wikieup/Groom Peak are typical of the barren root zones of porphyry copper-molybdenum systems, which can produce ore grade copper mineralization at shallower levels. Normal faulting along the eastern side of the Wikieup/Groom Peak system may have decapitated the system, shifting the more prospective shallower levels of the system several kilometres to the east-northeast under 100 to 1000 meters of cover. The Wikieup property is located in a highly productive belt of porphyry copper deposits including Freeport's Bagdad Cu-Mo mine 33 kilometres to the east-southeast and Mercator Minerals' Mineral Park Cu-Mo mine 100 kilometres to the northwest.
The Mineral Valley property comprises 145 unpatented federal lode claims covering 2604 acres, 2 Arizona mineral exploration permits covering 1320 acres, and a mineral lease covering 3635 acres. The property covers a prospective porphyry copper-molybdenum target comprising the hypothetical downfaulted hangingwall block of the Mineral Park/Ithica Peak porphyry system, which is located 3 kilometers to the east. Mercator Minerals is currently mining approximately 50,000 tons per day from a porphyry resource of about 1.2 billion tons grading 0.12% Cu and 0.032% Mo. The actively mined part of the Mineral Park system is typical of the low grade root zones of porphyry copper-molybdenum systems, which can produce much higher grade copper mineralization at shallower levels. Normal faulting along the western side of the Mineral Park system may have decapitated the system, shifting the more prospective shallower levels several kilometres to the west-southwest under 10 to 2400 meters of cover. The Wikieup property is located in a highly productive belt of porphyry copper deposits including Freeport's Bagdad Cu-Mo mine 135 kilometres to the southeast and Mercator Minerals' Mineral Park Cu-Mo mine adjacent to the property.
Copper JoeAKA has entered into the above LOI as management is encouraged from its primary drilling of Copper Joe (CJ-1), located in the same geological setting of the Kingman area where Wikieup and Mineral Valley are located. Visible trace native copper was encountered through 2300 feet of post-mineral gravel at Copper Joe and AKA's drilling of CJ-2 a mile to the west of CJ-1 again encountered visible trace native copper over a large intersection giving additional encouragement to the exploration program. Drilling is still under way at CJ-2. The presence of the trace native copper showings may indicate the presence of a buried copper porphyry in the targeted area.
In addition AKA announces the awarding of 350,000 stock options to consultants of the Company priced at $0.20 for a five year term and subject to regulatory approval.
The Company further announces it will be conducting a non-brokered private placement of up to 12,500,000 units ("Units") at a price of $0.20 per Unit to raise proceeds of up to $2,500,000. Each Unit will consist of one common share and one share purchase warrant with each warrant entitling the holder to acquire one additional common share at a price of $0.30 per share for a period of one year from closing (the "Unit Warrants"). The Unit Warrants are subject to the right of the Company to accelerate the exercise period for the Unit Warrants if the common shares of the Company trade above $0.50 for a period of 10 consecutive trading-days.
Timothy Marsh, PhD, PE, is the qualified person on the Wikieup & Mineral Valley projects and Sergio Pastor, Geologist is the qualified person on the Copper Joe project.
On behalf of the Board of Directors ofAKA Ventures Inc."Albert Gerry"Albert Gerry, CEO & DirectorFor further information please contact the Company
Tel: 604.542.4950
Forward Looking Statements
Certain information set forth in this press release, including management's assessment of future plans and operations, contains forward looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward looking statements. Forward looking statements made in this press release include information concerning the acquisition of BGG by AKA, the proposed AKA private placement and the terms of the Leases. By their nature, forward looking statements are subject to numerous assumptions, risks and uncertainties, some of which are beyond management's control. The assumptions made in preparing the forward looking statements contained in this news release, which may prove to be incorrect, include, but are not limited to: the specific assumptions set forth in this news release, that AKA will obtain all necessary regulatory approvals for the acquisition of BGG, including the approval of the TSX Venture Exchange, and that all closing conditions in respect of the acquisition of BGG will be satisfied. Many factors, known and unknown could cause the actual results to be materially different from those expressed or implied by such forward-looking statements. Such risks include, but are not limited to: the impact of general economic conditions, industry conditions, volatility of commodity prices, currency fluctuations, environmental risks, competition from other industry participants, stock market volatility, ability to access sufficient capital, inability to raise sufficient funds to complete proposed exploration programs or at all, geologic models upon which proposed exploration programs are based being incorrect and historic resource estimates prepared by third party operators may not be accurate. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, undue reliance should not be placed on forward looking statements. Actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward looking statements. No assurance can be given that any of the events anticipated will transpire or occur, or if any of them do so, what benefits will derive from them. Except as required by applicable securities laws, AKA disclaims any intention or obligation to update or revise any forward looking statements, whether as a result of new information, future events or otherwise.
THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE. Forward-looking statements in this release are made pursuant to the 'safe harbor' provisions of the Private Securities Litigation Reform act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties.
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