BACANORA MINERALS LTD.
TSX VENTURE : BCN.P

April 12, 2010 11:02 ET

Bacanora Announces Closing of Qualifying Transaction and Concurrent Financing

CALGARY, ALBERTA--(Marketwire - April 12, 2010) - BACANORA MINERALS LTD. (TSX VENTURE:BCN.P) (the "Corporation" or "Bacanora"), a capital pool company, is pleased to announce that it has completed its previously announced Qualifying Transaction, consisting of the acquisition of all of the outstanding shares of Mineramex Limited, together with outstanding loans owing to Tubutama Borax PLC and a director thereof. The aggregate purchase price paid was Cdn.$5,250,000, consisting of: (a) a cash payment in the amount of Cdn.$250,000; and (b) the issuance of an aggregate of 21,739,130 common shares in the capital of Bacanora (each, a "Bacanora Share") at an ascribed price of Cdn.$0.23 per share to Tubutama Limited (the former holder of all outstanding Mineramex shares). Concurrent with the completion of the Qualifying Transaction, the Corporation completed its previously announced private placement of 8,045,110 Bacanora Shares, issued at a price of $0.25 for aggregate gross proceeds of $2,011,278. The proceeds from this financing will be used for the purposes of Phase I of the recommended work program, which is described in detail in the Corporation's Filing Statement dated March 31, 2010, a copy of which can be accessed under the Corporation's profile at www.sedar.com. All of the aforementioned Bacanora Shares are subject to four-month hold periods in accordance with applicable securities laws, which will expire on August 10, 2010. The TSX Venture Exchange (the "Exchange") has previously granted conditional approval to the listing of the Bacanora Shares resulting from the Qualifying Transaction, subject to receipt of final submission documents, which are being delivered to the Exchange today. Pending satisfactory review of such final materials by the Exchange, it is expected that the Corporation will be listed on the Exchange as a Tier 2 issuer and that trading of the Bacanora Shares under the revised symbol, "BCN" will commence on or about April 15, 2010.

Prior to completing the Qualifying Transaction, there were a total of 4,785,500 Bacanora Shares, 400,000 options to acquire Bacanora Shares (each, a "Bacanora Option") and 154,840 agent's options to acquire Bacanora Shares ("Agent's Options") issued and outstanding. As a result of the completion of the Qualifying Transaction, the outstanding capital of the Corporation consists of the following: 34,569,740 Bacanora Shares, 400,000 Bacanora Options and 154,840 Agent's Options. All of the 21,739,130 Bacanora Shares that were issued as partial consideration under the Qualifying Transaction will be subject to a value security escrow agreement, whereby a 36-month escrow period will apply, with ten percent (10%) being releasable on receipt of final Exchange approval and a further fifteen percent (15%) being releasable on each of the six-month, twelve-month, eighteen-month, twenty-four month, thirty-month and thirty-six-month anniversaries of such approval. It is expected that Tubutama Limited, in whose name all of the foregoing Bacanora Shares have been issued, will distribute such shares to the holders of Tubutama Borax PLC shares upon the winding up of those two companies. At such time, an application will be submitted to the Exchange to release all of the foregoing Bacanora Shares from escrow other than those held by Principals, or with an underlying cost base below $0.05. That application will be subject to the review and approval of the Exchange. The foregoing escrow agreement is in addition to the escrowed securities that were deposited under a CPC escrow agreement at the time of completion of the Corporation's initial public offering. A further 2,850,000 Bacanora Shares are held under that agreement, with ten percent (10%) being releasable on receipt of final Exchange approval and a further fifteen percent (15%) being releasable on each of the six-month, twelve-month, eighteen-month, twenty-four month, thirty-month and thirty-six-month anniversaries of such approval.

MGI Securities Inc. acted as sponsor in connection with the Qualifying Transaction and received a sponsorship fee of $35,000, plus expenses. 

For further details regarding the Qualifying Transaction, readers are encouraged to make reference to the Filing Statement of the Corporation that was filed on March 31, 2010 and is available under the Corporation's profile at www.sedar.com

Other Information

Except for statements of historical fact relating to the Corporation, the information contained herein constitutes forward-looking statements. 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. Except as required by applicable securities requirements, the Corporation undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change. The reader is cautioned not to place undue reliance on forward-looking statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the release.

Contact Information

  • Bacanora Minerals Ltd.
    Paul Conroy
    President and Chief Executive Officer
    (403) 697-4005
    (403) 263-0271 (FAX)