Great Western Minerals Group Ltd.

TSX VENTURE : GWG
OTCQX : GWMGF


Great Western Minerals Group Ltd.

April 11, 2012 08:00 ET

Great Western Minerals Group Corporate Update

SASKATOON, SASKATCHEWAN--(Marketwire - April 11, 2012) - Great Western Minerals Group Ltd. (TSX VENTURE:GWG)(OTCQX:GWMGF)

Great Western Minerals Group Ltd. ("GWMG" or the "Company") Corporate Holdings:

  • 1 former producing mine: Steenkampskraal mine in South Africa under active development.
  • 1 rare earth mixed chloride production plant at Steenkampskraal: Under development.
  • 1 rare earth solvent extraction separation plant near Steenkampskraal: Under development.
  • 2 rare earth processing plants: Less Common Metals Limited ("LCM") in Birkenhead, U.K. and Great Western Technologies Inc. ("GWTI") in Troy, Michigan in operation.
  • 5 rare earth exploration projects: one at the Steenkampskraal site, four in North America.

GWMG Corporate Focus:

GWMG is executing its strategic plan to be a "first mover", as a fully integrated rare earth producer and processor, supplying its own rare earth inputs into its production and value-added cycle. Management discusses the strategy at http://www.gwmg.ca/html/news/corporate_videos/index.cfm.

GWMG Corporate Coverage:

Three analysts cover GWMG:

Note: GWMG does not recommend nor endorse any research reports.

GWMG: Planning to be a "first mover" as a fully integrated rare earth producer and processor, with key strategic assets already in place or under development: Exploration - Mining - Chloride Production - Solvent Extraction Separation - Metal and Alloy Manufacturing

CEO Conference Call:

GWMG has scheduled a CEO Conference Call for 10:00 a.m. ET on Wednesday April 11, 2012. The conference call will cover GWMG's initiatives across the Company. To participate in the call:

  • 888-231-8191 (North America toll free)
  • 647-427-7450 (Local Toronto)
  • 0-800-051-7107 (for United Kingdom)
  • 0-800-835-354 (for Switzerland)
  • Passcode ID: 62965995

Participants are asked to dial in approximately ten minutes prior to the CEO Conference Call.

Participants who wish to view the presentation that will accompany the CEO Conference are asked to pre-register at: http://www.newswire.ca/en/webcast/detail/941675/1007765.

Participants can access the CEO Conference Call for up to one week as follows:

  • Encore Toll Free Dial-in Number: 1.855.859.2056
  • Encore Password: 62965995
  • Encore Dates: 11/04/2012 13:00 ET - 18/04/2012 23:59 ET

Exploration:

Phase 2 of Steenkampskraal Drill Program Launched:

On February 7, 2012, GWMG announced that the Company had launched a 3,000 meter exploration program that will include on-strike and down-dip drill-holes at the Steenkampskraal site to test the extension of the mineralized vein system. The drilling is targeting the strike extension of the monazite vein mineralization immediately west of the current mine site. As of the end of March 2012, 1,483 meters had been drilled to east and southeast of the minesite.

Steenkampskraal Phase 1 Assay Results:

On April 10, 2012, the Company released initial assay results from Steenkampskraal. The initial assay results for the first batch of samples taken at the Company's Steenkampskraal rare earth operation in South Africa were intended for confirmation of historic work and for metallurgical purposes. 198 of 841 samples submitted to SGS Canada Inc., including QA/QC blanks, duplicates and standards, were reported (See GWMG News Release of April 10, 2012: Great Western Minerals Group Reports Initial Steenkampskraal Rare Earth Assays).

Highlights were:

  • Underground Channel Sampling: Assays varying from 15.90% Total Rare Earth Oxide ("TREO") to 40.12% TREO with an average of 23.75% TREO.
  • Drill Core: Assays varying from 0.18% TREO to 31.07% TREO with an average of 13.83% TREO.
  • Surface Tailings: Assays varying from 3.85% TREO to 12.01% TREO with an average of 7.27% TREO.
  • In comparison to historical data for Steenkampskraal: Higher distribution of Neodymium, Dysprosium and Terbium.
  • In comparison to other rare earth companies' published exploration results: The level of Neodymium and REE's of strongest interest to GWMG including Heavy Rare Earth Elements is 34.5% of TREO, compared to 17.7% and 27.7% for two other leading rare earth companies.

Mining:

Mine Refurbishment:

As GWMG moves from the completion of the shaft and surface refurbishment program to underground refurbishment, ventilation continues to be enhanced with the installation of additional doors and curtains at strategic points to guide fresh air through the required areas of the mine. Given the Company's satisfaction with East Rand Engineering Services ("ERES") in earlier refurbishment work, ERES has been appointed to carry out the underground refurbishment program.

Mine Development:

Mine management has initiated the process for the selection of a firm to undertake the mine design and planning work. Progress on this front was facilitated by the approval of an Authorization Change Request submitted by the Company to the National Nuclear Authority of South Africa and approved in March 2012.

The Company has submitted an application for electrical network design and connection to link in to the Eskom power supply. The generators currently in use will revert to back-up status when the network supply is in place.

Community Relations:

In mid-March 2012, members of the Steenkampskraal management team conducted a forum with residents of two communities in the region. The management team discussed the project, its parameters and plans for the project using material produced in English and Afrikaans. The meetings were deemed to be very successful given subsequent indications of support for the Steenkampskraal project.

Updates:

Photographs of the continual progress being achieved at the Steenkampskraal mine site, on a month by month basis, are available on the GWMG website at:
http://www.gwmg.ca/html/projects/mining/steenkampsraal_update/index.cfm.

Mixed Chloride Production:

The contract between GWMG and DRA Mineral Projects (Pty) Ltd. ("DRA") of South Africa for the detailed design of the mixed chloride plant, to be located at the Steenkampskraal mine site, has been signed. DRA has been involved in all preliminary design work to date and has proven worthy of its reputation for managing projects with a "zero harm" focus and upholding world class quality standards, systems and procedures, based on ISO standards.

Solvent Extraction Separation:

Following the completion of a joint venture agreement between GWMG and Ganzhou Qiandong Rare Earth Group Ltd. ("GQD") of China for the design, construction and operation of a rare earth separation plant, to be located in the Steenkampskraal region, the two partners remain actively engaged in the work required to move the separation plant through the final design, construction and operation stages. An Environmental Impact Assessment is now underway.

Alloy Manufacturing:

GWMG's wholly owned subsidiary Less Common Metals Limited completed the first pour with its new strip casting furnace at the end of January 2012. Subsequently, the Company announced, on March 5, 2012, that LCM was in receipt of the environmental permit that will enable it to add metal making activities to its operations at Birkenhead, U.K. This was followed by the March 26, 2012 announcement that LCM had placed an order for a second strip cast furnace with the same supplier. When the second furnace arrives in November 2012 and is commissioned, alloy manufacturing capacity at LCM will be approximately double what it was prior to the introduction of the strip cast furnaces.

Corporate:

Financing:

On April 5, 2012, the Company announced the closing of a secured convertible bond offering (the "Bonds") that resulted in the company raising an aggregate principal amount of US$90 million (the "Offering"). The following are the terms of the Bonds:

  • Interest at the rate of 8.0% per annum, payable semi-annually;
  • Maturity date of April 6, 2017;
  • Convertible into common shares of the Company at a rate of C$0.66 per share (the "Conversion Price"); and
  • Security is a first charge against the Company's shareholdings of its various operating subsidiaries in the United Kingdom, the United States and South Africa.

The net proceeds raised from the Offering will be used to:

  • Complete a technical report on the Company's Steenkampskraal property in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects;
  • Advance the development of the Company's Steenkampskraal development project;
  • Construct the Company's mixed chloride production facility at Steenkampskraal;
  • Construct the separation plant near Steenkampskraal;
  • Purchase equipment and expand Less Common Metals Limited; and
  • Provide for general working capital purposes.

Other key terms of the Bond include:

  • US$10 million of the proceeds, plus expenses of the Offering, was advanced to GWMG on the closing date of the Offering;
  • In order to release the remainder of the proceeds from escrow, GWMG must complete a National Instrument 43-101 compliant resource estimate by May 31, 2012 that indicates that at least 20,000 metric tonnes of total Rare Earth Oxides ("REO"), in the sum of the Measured, Indicated and Inferred resource categories using a one per cent cut-off grade, are present at the Steenkampskraal property (the "Report"). If the Report is not delivered by May 31, 2012 the Company may deliver the Report prior to September 28, 2012, provided that the Conversion Price will be reduced by up to a maximum of 5%, calculated on a pro rata basis with respect to the number of days after May 31, 2012 that the Report is delivered;
  • If the Report is not delivered by September 28, 2012, the holders of the Bonds (the "Bondholders") may, upon the election of Bondholders holding greater than 50% of the principal amount of the Bonds, require that the Company redeem the full principal amount of all of the Bonds outstanding. If Bondholders holding greater than 50% of the principal amount of the Bonds do not elect to have the Company redeem their bonds, no Bonds shall be redeemed in connection with the foregoing and all of the remaining escrowed funds (other than the escrowed interest payments) will be released to the Company.
  • Upon the occurrence of a De-Listing Event or a Change of Control (each as defined in the terms and conditions of the Bonds), each Bondholder may elect to require the Company to redeem all or a portion of its Bonds at the principal amount plus accrued and unpaid interest.
  • GWMG can redeem all (but not a portion) of the Bonds at any time after April 5, 2015 if the volume weighted average price of GWMG's common shares has been at least 130 per cent of the Conversion Price for 20 days out of any consecutive 30 day period; and
  • Prior to October 5, 2014 (the "Reset Date") the Company shall certify that the proposed separation plant is operational, has been commissioned and, over any 90 day period expiring prior to the Reset Date, has produced not less than 500 metric tonnes of REOs. If the Company does not provide the required certification by the Reset Date, the Conversion Price shall be adjusted to the higher of: (i) the 20 day volume weighted average price of GWMG's common shares preceding the Reset Date; and (ii) 83.34 per cent of the Conversion Price on the closing date, provided that such adjusted Conversion Price shall never be greater than the Conversion Price in force immediately prior to such certificate being delivered.

The summaries above are for informational purposes are and subject in their entirety to the full terms and conditions of the Bonds, which are available under the Company's profile at www.sedar.com.

Corporate Summary:

GWMG is an integrated rare earth processor. Its specialty alloys are used in the battery, magnet and aerospace industries. Produced at the Company's wholly owned subsidiaries Less Common Metals Limited in Birkenhead, U.K. and Great Western Technologies Inc. in Troy, Michigan, these alloys contain aluminium, nickel, cobalt and Rare Earth Elements. As part of the Company's vertical integration strategy, GWMG also holds 100% equity ownership in Rareco, which owns a 74% equity interest in the Steenkampskraal Mine. In addition to an exploration program at Steenkampskraal, GWMG holds interests in four active rare earth exploration and development properties in North America.

Inquiries by direct mail should be addressed to Great Western Minerals Group Ltd., 219 Robin Crescent, Saskatoon, SK S7L 6M8.

Certain information set out in this News Release constitutes forward-looking information. Forward-looking statements (often, but not always, identified by the use of words such as "expect", "may", "could", "anticipate" or "will" and similar expressions) may describe expectations, opinions or guidance that are not statements of fact and which may be based upon information provided by third parties. Forward-looking statements are based upon the opinions, expectations and estimates of management of GWMG as at the date the statements are made and are subject to a variety of known and unknown risks and uncertainties and other factors that could cause actual events or outcomes to differ materially from those anticipated or implied by such forward-looking statements. Those factors include, but are not limited to, the satisfaction of the escrow release conditions, the construction, commissioning and operation of the proposed monazite processing facility and separation facility, mine refurbishment activities, reliance on third parties to meet projected timelines, the results of the exploration program at Steenkampskraal, completion of a resource estimate and commencement of production at Steenkampskraal, risks related to the receipt of all required approvals including those relating to the commencement of production at the Steenkampskraal mine, delays in obtaining permits, licenses and operating authorities in South Africa, environmental matters, water and land use risks, risks associated with the industry in general, commodity prices and exchange rate changes, operational risks associated with exploration, development and production operations, delays or changes in plans, risks associated with the uncertainty of reserve or resource estimates, health and safety risks, uncertainty of estimates and projections of production, costs and expenses, risks that future Steenkampskraal and region exploration results may not meet exploration or corporate objectives, the availability of additional financing on reasonable terms or at all, political risks inherent in South Africa, risks associated with the relationship between GWMG and/or its subsidiaries and communities and governments in South Africa, radioactivity and related issues, dependence on one mineral project, loss of key personnel, the factors discussed in the Company's public disclosure record, and other factors that could cause actions, events or results not to be as anticipated.

In light of the risks and uncertainties associated with forward-looking statements, readers are cautioned not to place undue reliance upon forward-looking information. Although GWMG believes that the expectations reflected in the forward-looking statements set out in this press release or incorporated herein by reference are reasonable, it can give no assurance that such expectations will prove to have been correct. Except as required by law, GWMG does not assume any obligation to update forward looking statements as set out in this news release. The forward-looking statements of GWMG contained in this News Release, or incorporated herein by reference, are expressly qualified, in their entirety, by this cautionary statement and the risk factors contained in GWMG's annual information form available at www.sedar.com

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 this release.

Contact Information