Panda Capital Inc.

April 27, 2010 16:05 ET

Panda Capital Inc. Announces Qualifying Transaction

TORONTO, ONTARIO--(Marketwire - April 27, 2010) - Panda Capital Inc. ("Panda" or the "Company") (TSX VENTURE:PDA.P) is pleased to announce that, effective April 23, 2010, it has entered into an arm's length agreement with Continental Mining and Smelting Limited ("Continental"), which sets forth the terms and conditions pursuant to which Panda will acquire all of the issued and outstanding common shares in the capital of Continental (the "Proposed Transaction").

Continental is a private Canadian company which currently owns 70% of the upstream Estrades Mine, located approximately 125 kilometres north of Val D'Or, Quebec. The Estrades Mine contains a high grade copper, zinc and gold Volcanogenic massive sulphide (VMS) deposit and was put briefly into production under the guidance of Breakwater Resources Ltd., from 1988 to 1990. Continental believes that approximately $30 million has been spent to date on the property and, in addition to a full production ramp reaching down to a depth of 150 meters, there are several surface buildings with year round road access. Continental's objective is to bring the mine back into production within 18 to 24 months.

As an initial step towards full production, Continental has recently signed a Letter of Intent with 365569 Yukon Inc. ("Yukon") which outlines the terms upon which Continental is prepared to acquire certain assets of Yukon, specifically a 100% owned smelter, located in Cobalt, Ontario (the "Cobalt Smelter").

The Cobalt Smelter is a fully permitted smelter built in 1995 at a cost of approximately $60 million. The smelter was put briefly in production in 2000, but has been kept on care and maintenance since that time. Despite being originally constructed to process ores from the Cobalt area, Continental intends on re-purposing the Cobalt Smelter to handle the Estrades ore, giving it the ability to mine, mill, smelt and refine all of the metals procured from the mine at anticipated recovery rates in excess of 95%.

Upon completion, the Proposed Transaction will constitute Panda's qualifying transaction pursuant to the policies of the TSX Venture Exchange (the "TSXV"), and is subject to compliance with all necessary regulatory and other approvals and certain other terms and conditions. A comprehensive press release with further particulars relating to the Proposed Transaction will follow in accordance with the policies of the TSXV.

Completion of the proposed transaction is subject to a number of conditions, including but not limited to, TSXV acceptance. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the proposed transaction, any information released or received with respect to the proposed transaction may not be accurate or complete and should not be relied upon. A current feasibility study has not been completed and there is no certainty that the proposed operations will be economically viable. Trading in the securities of a Capital Pool Company should be considered highly speculative. 

Certain information in this press release may constitute forward-looking information. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. The Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward looking-statements unless and until required by securities laws applicable to the Company. Additional information identifying risks and uncertainties is contained in the Company's filings with the Canadian securities regulators, which filings are available at

The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Panda Capital Inc.
    Robert Munro
    Chief Financial Officer
    (888) 448-4946
    Continental Mining and Smelting Limited
    Bruce Reid
    Chief Executive Officer
    (647) 500-4495