| | Publié le 01 novembre 2007 | Plan of Arrangement; Spin-Off of Jajay Interest |
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Wednesday, October 31, 2007
Plan of Arrangement; Spin-Off of Jajay Interest
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Lysander Minerals Corporation (TSX-V: LYM; the "Company") is pleased to confirm that it is proceeding with a proposed Plan of Arrangement (the "Arrangement") as announced on November 27, 2006.
Pursuant to the Arrangement, each issued and outstanding common share of the Company will be exchanged for one new common share and one reorganization share of the Company, all the reorganization shares will be transferred by shareholders to a newly incorporated affiliate of the Company, Lorraine Copper Corp., in exchange for 20,000,000 common shares of Lorraine Copper Corp. to be issued on a pro-rata basis (close to nine common shares of Lorraine Copper Corp. are expected to be issued to shareholders by Lorraine Copper Corp. for each ten reorganization shares); and the Company will redeem all of the reorganization shares by the transfer to Lorraine Copper Corp. of its interest in the Jajay mineral property and $150,000 of working capital. The Company's other mineral properties and the balance of its working capital will remain with the Company.
Concurrently with the Company's spin out of its interest in the Jajay property to Lorraine Copper Corp., its co-owner of the Jajay property, Eastfield Resources Ltd. ("Eastfield"), will also spin out its interest in the Jajay property to Lorraine Copper Corp. pursuant to a plan of arrangement having the same terms as the Arrangement (the "Eastfield Arrangement"). This will result in a consolidation of the Company's and Eastfield's interests in the Jajay property in Lorraine Copper Corp.
As a result of the Arrangement and the Eastfield Arrangement, holders of common shares of the Company will end up holding common shares in both the Company and Lorraine Copper Corp. and holders of common shares of Eastfield will end up holding common shares in both Eastfield and Lorraine Copper Corp. and Lorraine Copper Corp. will hold all the interests in the Jajay mineral property currently owned by the Company and Eastfield. The Company and Eastfield will retain their respective remaining mineral properties.
The purpose of the Arrangement is to restructure the Company by separating the Jajay mineral property from its other mineral properties and consolidating the respective interests in the Jajay property held by the Company and Eastfield in Lorraine Copper Corp. The Company believes this will be beneficial, as the separate identity created for each of the Company and Lorraine Copper Corp. will facilitate future financing and maximize shareholder value in the Company's diverse portfolio of mineral properties.
The Arrangement and Eastfield Arrangement are described more thoroughly in the Company's Information Circular, currently being mailed to shareholders. The Arrangement is subject to shareholder approval, which will be sought at the Company's Annual and Special Meeting of Shareholders to be held on November 27, 2007.
About Lysander:
Lysander's major land position in the Omineca Mining District of British Columbia consists of four projects: Jajay, Osilinka, Pinchi and Descend. The properties lie within the Quesnel Terrane which, with its extensions, hosts significant mines and projects. There is considerable interest in the area, from the Kemess mine to the north of the Company's holdings, through Serengeti's Kwanika project to the south and, further south, the Mt. Milligan project. The Company holds a large strategic land position within this promising area.
Osilinka Project:
The CAT property was purchased by Lysander from BP Resources Canada in 1992 and forms the nucleus of the Osilinka Project (9,002 hectares, 100% Lysander). The CAT property was first recognized by Dr. Stan Hoffman and has a similar geological setting and style of mineralization to Mt. Milligan, another Hoffman discovery.
Lysander recently completed an option agreement with Cadillac Mining Corporation on this project. (see news release dated October 15, 2007).
Jajay Project:
The Jajay Project (30,500 hectares) was assembled in the early to mid-90's with the purchase by Lysander of the Lorraine, Boot Steele, Dorothy and Steelhead properties and a major staking program. The project lies adjacent and to the south of Osilinka.
Acquisition of the claims comprising the Jajay Project was based on consideration of major rift-related structures and strong alkalic alteration with accompanying copper and gold occurrence in the Duckling Creek Complex (DCC).
A 50:50 joint venture was formed with Eastfield Resources Ltd. prior to completing an option agreement with Teck Cominco in 2005, under which Teck Cominco is the operator on the project. Additional lands were added on the western boundary in 2006.
Lysander will shortly seek shareholder approval of a Plan of Arrangement under which the Jajay Project interest will be spun-off and combined with Eastfield's interest in Jajay within a new public company.
Pinchi Project:
The Pinchi Project (36,646 hectares, 100% Lysander) lies adjacent and to the west of Osilinka and Jajay. It encompasses the strong NW trending rift-related faults (Western and Central faults) which show evidence of strong alkalic alteration and mineralization. The lands also cover the junction of the Pinchi and Ha Ha faults, where a strong magnetic anomaly is associated with altered DCC.
Lysander completed an option agreement with Teck Cominco on this project. (see February 20, 2007 news release)
Serengeti Resources Inc.'s (TSX-V: SIR) Osilinka block of claims is adjacent to the south.
Descend Project:
The Descend Project, comprised of the Bill 1-19 claims (7,885 hectares, 100% Lysander), was added to incorporate the north-west end of the DCC.
On behalf of the Board,
Bryce M.A. Porter
President and CEO
For further information please contact Larry Myles, Shareholder Communications at 604-408-7600 and visit the Company's website at www.lysandercorp.com.
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. This news release may contain certain "Forward-Looking Statements" within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included herein are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time with the TSX Venture Exchange, the British Columbia Securities Commission and the US Securities and Exchange Commission.
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Données et statistiques pour les pays mentionnés : Canada | Tous Cours de l'or et de l'argent pour les pays mentionnés : Canada | Tous
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Lysander Minerals Corp
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EN DÉVELOPPEMENT |
CODE : LYM.V |
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ProfilIndicateurs de MarchéVALEUR : Projets & res.Communiqués de PresseRapport annuelRISQUE : Profile actifsContactez la cie |
Lysander est une société basée au Canada. Lysander est en développement de projets d'argent, d'or et de charbon en Ukraine, et détient divers projets d'exploration au Canada. Son principal projet en développement est VERTICALNAYA en Ukraine et ses principaux projets en exploration sont OSILINKA (CAT/BET), BOOT-STEELE et CAT / BET au Canada. Lysander est cotée au Canada et aux Etats-Unis D'Amerique. Sa capitalisation boursière aujourd'hui est 68,5 millions CA$ (68,4 millions US$, 50,3 millions €). La valeur de son action a atteint son plus bas niveau récent le 31 décembre 2001 à 0,02 CA$, et son plus haut niveau récent le 21 janvier 2011 à 0,82 CA$. Lysander possède 103 801 000 actions en circulation. |
Financements de Lysander Minerals Corp |
Attributions d'options de Lysander Minerals Corp |
Projets de Lysander Minerals Corp |
Communiqués de Presse de Lysander Minerals Corp |
Publication de commentaires terminée |
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