Afri-Can Marine Minerals Corporation
TSX VENTURE : AFA

Afri-Can Marine Minerals Corporation

February 15, 2012 09:31 ET

Afri-Can Receives Approval for the Acquisition of 20% of EPL 3403 Marine Diamond Concession & Acquisition Agreement Amendment

MONTRÉAL, QUÉBEC--(Marketwire - Feb. 15, 2012) - Afri-Can Marine Minerals Corporation ("Afri-Can") (TSX VENTURE:AFA) announces that it has received TSX Venture Exchange approval to exercise its option to acquire 20% of the shares of Thyme Investments (Pty) Ltd. ("Thyme"), the owner of 100% of the Exploration and Prospecting License ("EPL") 3403 marine diamond concession in Namibia. The approval was conditional upon International Dredging and Holding Ltd ("IMDH") and BV Investments Four Hundred and Nine (Pty) Ltd. ("BVI") confirming the following:

  • Thyme assets shall only comprise EPL 3403 and shall be free of any other assets, debts and charges;
  • IMDH and BVI shall request the consent of Afri-Can for any corporate transaction until the acquisition is completed, and
  • A legal opinion confirming that EPL 3403 is in good standing and is free of any charges.
  • The conditions have all been met and appropriate documentation has been filed with the Exchange.

The Thyme share purchase agreement announced on October 12th, 2010, between Afri-Can, International Dredging and Holding Ltd ("IMDH"), and BV Investments Four Hundred and Nine (Pty) Ltd. ("BVI"), has been amended as detailed below.

  • In consideration for 20% of Thyme's shares, Afri-Can will issue 9,750,000 common shares to IMDH and 3,250,000 common shares to BVI, and make a cash payment of US$100,000 to IMDH; and
  • In consideration for the acquisition of the remaining 80% of Thyme's shares, Afri-Can shall complete the following::
  • start a geophysical survey within 3 months of the first shares exchange regarding 13 million common shares in Afri‐Can and 20% of the shares in Thyme;
  • make a cash payment of US$50,000 to IMDH upon starting the survey;,
  • complete an initial resource delineation sampling program before December 31st, 2012, and issue 52 million common shares to IMDH and BVI.
  • The geophysical survey will cover a minimum of 1,000 line-kilometres on an area of 90 square kilometres. The sampling program will extract a minimum of 300 samples and/or last for a maximum of 30 days.
  • The total number of shares that Afri-Can will issue for 100% of Thyme's shares remains unchanged from the original agreement at 65 million common shares.

Since the approval has been confirmed, the technical teams of Afri-Can and IMDH have resumed planning for the geophysical survey. Details and schedule of the program will be disclosed to investors in a separate press release.

Mr. Pierre Léveillé, President and CEO of Afri-Can, stated that, "We are pleased that the regulatory issues related to the approval have been resolved. The amendment provides better terms for the parties involved. Our previous sampling program has demonstrated the considerable potential of EPL 3403 and we are now able to focus on its development in order to unlock value for our shareholders."

EPL 3403 covers approximately 800 square kilometres and is adjacent to and north of the Atlantic One Mining Lease ("ML") 47 (owned by Namdeb Diamond Corporation (Pty) Limited, a 50:50 partnership between the Government of the Republic of Namibia and De Beers Centenary AG), which is the largest marine diamond deposit in the world (see attached maps). ML 47 is currently producing in excess of 1,100,000 carats per year.

About Afri-Can Marine Minerals Corporation

Afri-Can is a Canadian company, actively involved in the acquisition, exploration and development of major properties in Namibia. Afri-Can's creative and scientific approach targets large marine diamond deposits in prospective territories.

This press release contains certain "forward-looking statements," as identified in the Afri-Can's periodic filings with Canadian Securities Regulators that involve a number of 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.

Shares outstanding: 238,524,984

To view the map associated with this press release, please visit the following link: http://media3.marketwire.com/docs/african_map_0215.pdf

Neither the 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 this release.

Contact Information

  • Afri-Can Marine Minerals Corporation
    Pierre Leveille
    President & CEO
    (514) 846-2133 / TOLL FREE North America: 1 (866) 206-7475
    (514) 372-0066 (FAX)

    Bernard J. Tourillon
    Executive V.P. and CFO
    (514) 846-2133 / TOLL FREE North America: 1 (866) 206-7475
    (514) 372-0066 (FAX)
    info@afri-can.com
    www.afri-can.com