Wednesday, September 23, 2009

Century Mining to forego acquisition of Etruscan shares

I guess we don't get the C$11M in extra cash (we still get the original C$46.5M, plus the C$15M contingency warrants), but at least we will now issue 62M less Century shares. Hopefully the deal closes alright. Our new investors can still use Century as the same type of growth vehicle. There is huge share price appreciation still to be realized just from Century's assets alone (Lammaqe and San Juan). Also, for down the road, there are plenty of other emerging gold producing companies out there to merge with. Etruscan was not the only one. As such, it shouldn't change the long-term growth vision of the new shareholders. The gold price is expected to be strong for a long time. Century's share price has been suppressed for ages now. Unlocking it will be very rewarding for the new investors.


Here is Century's NR:

3:43 PM ET, September 23, 2009

BLAINE, WA, Sep. 23, 2009 (Canada NewsWire via COMTEX) -- - $20 million private placement proceeding as planned -

Century Mining Corporation (CMM: TSX-V) announced today that it will no longer proceed with the acquisition from Kirkland Intertrade Corp. all of the outstanding shares of 2190776 Ontario Inc. whose sole assets are 26,315,789 common shares and 6,890,741 share purchase warrants of Etruscan Resources Inc.

Century also confirmed today that the Company will proceed as planned with the $20 million private placement to Kirkland Intertrade Corp. (Kirkland") and Gravity Ltd. ("Gravity") announced on September 15. At the close of this transaction, Kirkland and Gravity will own 35.0% of the outstanding shares (44.1% after exercise of warrants) of Century. Regarding shareholder approval of the transaction, Century will hold a special meeting of shareholders on October 27, 2009 for the purpose of, among other things, approving the acquisition by Kirkland and Gravity of more than 20% of the outstanding shares of Century. As previously announced, Kirkland and Gravity will also provide Century with a $4 million bridge loan facility to address the Company's immediate working capital needs. The bridge loan is in final documentation and is expected to close by October 2, 2009.

On September 15, 2009, Century announced that it would issue 44,000,000 common shares of Century as consideration for the above-mentioned shares of Etruscan, and as a result Century would hold 19.9% of Etruscan assuming exercise of these warrants. Century also announced on the same day that it would acquire from Kirkland a US$3 million promissory note of Etruscan, convertible under certain circumstances into common shares of Etruscan, together with certain share purchase warrants of Etruscan in exchange for an additional 16,843,850 common shares of Century.

In consultation with Kirkland, it was decided that as a result of the private placement announced by Etruscan today, Century's proposed acquisition of the Etruscan shares would amount to a significantly lower percentage of the total outstanding Etruscan shares than originally intended by Century. The Company understands that subsequently Kirkland has agreed to sell its interest in Etruscan.

Margaret Kent, President and CEO of Century commented, "We are very disappointed that Etruscan has decided to pursue other alternatives in the financing of its operations. Century's management team has extensive experience in the banking community and the restructuring of debt. We anticipated a possible business combination with Etruscan that we believe would have added value for the shareholders of Etruscan. Century is now working closely with our new investors to close the proposed equity deal, and keep the startup of gold mining operations at Lamaque on schedule."

1 comment:

production05 said...

I've taken a closer look at Century's NR from today. I think the words "consultation" and "subsequently" were very important words. It means that the team, Century, Finskiy and possibly Scola, arrived at this decision together.

It doesn't guarantee the outcome of our financing, but it does suggest that key players involved in the financing deal are continuing to strategize together become decisions are made.

"In consultation with Kirkland, it was decided that as a result of the private placement announced by Etruscan today, Century's proposed acquisition of the Etruscan shares would amount to a significantly lower percentage of the total outstanding Etruscan shares than originally intended by Century. The Company understands that subsequently Kirkland has agreed to sell its interest in Etruscan."