Starcore International Ventures Ltd.

Starcore International Ventures Ltd.

January 23, 2007 14:01 ET

Starcore International Ventures Ltd.: Shareholders Endorse Management Initiatives

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Jan. 23, 2007) -


Starcore International Ventures Ltd. (the "Company") (TSX VENTURE:SAM) is pleased to announce that its shareholders have approved all resolutions presented to them at the annual and special general meeting of the Company held on January 22, 2007. The shareholders elected six existing directors to the board, Robert Eadie (also CEO and President), Gary Arca (also CFO) Gary Hawthorn (also COO), Ken Sumanik, Juan Carlos Galvan Pastoriza, and Cory Kent. The shareholders also reappointed Mackay LLP, Chartered Accountants, as the Company's auditors.

Shareholders endorsed the Company's proposal to acquire Compania Minera Pena de Bernal, S.A. de C.V., the owner of the San Martin Mine in Queretaro, Mexico, from Luismin, S.A. de C.V. (the "Acquisition"), by ratifying the Company's private placement of up to 37.4 million Subscription Receipts at a price of $0.50 per Subscription Receipt for gross proceeds of up to $18.7 million (the "Offering"). Each Subscription Receipt entitles the holder thereof to receive, upon closing of the Acquisition and without payment of additional consideration or further action, one common share of the Company and one-half of one share purchase warrant (a "Warrant"). Each full Warrant is exercisable into one additional common share of the Company for a period of three years from the closing of the Offering at an exercise price of $0.80. The Warrants include an early expiry feature which may be triggered should the common shares close above $2.50 over a minimum period of forty-five calendar days. The gross proceeds from the Offering will be held in escrow until closing of the Acquisition.

As previously announced, the Company has arranged US$13 million in debt financing (the "Loan") from Investec Bank (UK) PLC ("Investec") to partially finance the Acquisition. In connection with the Loan, the Company has agreed to issue to Investec detachable warrants (the "Loan Warrants"). The number of common shares which may be issued upon exercise of the Loan Warrants is subject to variations in the trading price of the Company's shares, and prevailing exchange rates at the time of issue. The Company currently estimates that no more than 20,600,000 Loan Warrants will be issued. Each warrant will be exercisable to acquire one common share. Approximately 13 million warrants will be exercisable for four years following the closing of the Acquisition at a price of $0.76 per share and approximately 7.6 million additional warrants will be exercisable at a minimum $0.87 per share for up to six years from closing of the Acquisition. Shareholders approved the warrants and the issue of shares upon exercise of the warrants to Investec.

President & CEO Robert Eadie stated, "This approval represents one of the final approvals we need to complete the Acquisition. We are pleased that shareholders have overwhelmingly endorsed the direction management is taking the Company. We believe that the acquisition of Bernal is an important milestone in our development as a Company."

The Company has determined that the Black Silver Property situated at the western end of the Gila Mountains approximately 60 miles west of Phoenix, Arizona has no economic value to the Company. It has therefore cancelled the option it entered into in January 2005 to acquire a 100% interest in the property.

The shareholders also approved an increase in the size of its stock option plan to up to 10 million common shares. The increase in the size of the option plan is subject to the approval of the TSX Venture Exchange. Subject to such approval, the board has granted options to purchase up to 6 million common shares at a price of $1.06 to directors, officers, employees and consultants of the Company.


Robert Eadie, Chief Executive Officer and Director

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

The TSX Venture Exchange has not reviewed nor does it accept responsibility for the adequacy or accuracy of this press release.

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