Freyja Resources Inc.

July 17, 2013 09:13 ET

Freyja Resources Inc. Announces Receipt of TSX Venture Exchange Conditional Approval and Amendment to Pre-Acquisition Agreement Entered Into With Cyprium Mining Corporation


Freyja Resources Inc. (TSX VENTURE:FRA) ("Freyja" or the "Corporation") is pleased to announce that it has received the conditional approval of the TSX Venture Exchange to the proposed offer (the "Offer") to acquire, by way of a take-over bid, all of the issued and outstanding common shares of Cyprium Mining Corporation ("Cyprium") subject to fulfillment of ordinary conditions for transactions of this nature.

In addition, Freyja has entered into an amending agreement (the "Amending Agreement") with Cyprium pursuant to which Freyja and Cyprium have agreed to amend the pre-acquisition agreement (the "Pre-Acquisition Agreement") dated June 14, 2013 which was entered into between Freyja and Cyprium.

Pursuant to the terms of the Amending Agreement, the parties have agreed that, in order to allow the Corporation to complete its due diligence review of Freyja and the completion of certain other conditions, the Offer, which the Corporation had previously agreed to make on or before July 15, 2013, will now be made on or before July 31, 2013. For further details regarding the Offer and the conditions thereto, please see the Corporation's press release dated June 18, 2013.

About Freyja

Freyja is a mining exploration company listed on the TSX Venture under the symbol "FRA".

About Cyprium

Cyprium is a private mineral exploration company which targets the acquisition and generation of mining projects located solely in Northern Mexico that have a high-potential for profitable precious and base metal open pit production. Cyprium is committed to maximizing shareholder value by strategically ensuring efficient and profitable production and focusing on a hybrid exploration/production business model. Cyprium prioritizes projects accessible by well-maintained roads and / or railroad systems. Upon completing a conclusive exploration campaign, Cyprium's focus is to rapidly establish an economical production and maximize the project potential by funding further exploration through cash generated by production, thus limiting shareholder dilution.

Cyprium currently has an option to acquire a prospective mining property in Mexico and has entered into a letter of intent to acquire controlling interest in Coyame Copper. Upon exercise of the option and the acquisition of Coyame Copper, Cyprium will have interests in properties containing various strategic commodities which focus on the generation of high quality mining projects in Mexico.

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

The securities of Freyja being offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.

Except for historical information contained herein, this news release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially. Neither Freyja nor Cyprium will update these forward-looking statements to reflect events or circumstances after the date hereof. More detailed information about potential factors that could affect financial results is included in the documents filed from time to time with the Canadian securities regulatory authorities by Freyja.

Contact Information

  • Robert Ayotte
    President and Chief Executive Officer of Freyja
    (450) 441-9177

    Alain Lambert
    Chairman of Cyprium
    (514) 219-7988