McWatters Mining Inc.

McWatters Mining Inc.

April 09, 2009 17:19 ET

McWatters Mining Inc. Announces the Sale of US$ 160 Million of Common Shares and the Acquisition of Income Producing Assets


McWatters Mining Inc. ("McWatters") has announced today that it has issued 318,552,382 common shares to an affiliate of International Royalty Corporation ("IRC") for consideration of US$ 160 million. In addition IRC has indirectly acquired 140,163,049 common shares of McWatters from CFT Capital Inc. ("CFT") giving it 100% of the common shares now outstanding. In addition to these common shares, McWatters has 560,652,194 Class A Preferred Shares outstanding created as part of a Plan of Arrangement of McWatters effective June 2, 2008, which represent a 55% voting interest in McWatters.

The proceeds from the issuance of these common shares have been invested through Sigma-Lamaque Limited Partnership ("Sigma-Lamaque LP") in a loan to Canadian Minerals Partnership ("CMP"), a partnership wholly owned by IRC. The loan has a five year term, is unsecured and bears interest at the rate of 11% per annum. After the loan has been outstanding for one year, CMP has the option of prepaying up to US$25 million of the loan on a cumulative basis by the transfer of royalty assets to Sigma-Lamaque LP at the fair market value of such assets as certified by a qualified valuator jointly selected by CMP and Sigma-Lamaque LP. McWatters currently intends to use any available income to be earned on this investment to continue to acquire investment assets.

As a part of this transaction CFT, to which were assigned substantially all of the unsecured creditor claims pursuant to the amended proposal of McWatters to its creditors approved on May 7, 2008, has forgiven a portion of the creditor claims such that the resulting amount payable to CFT by McWatters is reduced to CDN$ 7.3 million. This amount is payable to CFT only as to approximately 6% of available cash flow of McWatters, subject to the terms and conditions of the Subordination and Postponement Agreement entered into as of March 19, 2008 between CFT and McWatters. As a result of these transactions McWatters currently anticipates being in a position to meet the dividend and redemption requirements of the Class A Preferred Shares.

Forward-Looking Statements

This press release contains "forward looking information" (as defined in applicable Canadian securities legislation) and "forward looking statements" (as defined in the U.S. Securities Exchange Act of 1934) (forward looking information and forward looking statements being collectively hereinafter referred to as "forward looking information") that are based on expectations, estimates and projections as of the date of this press release. Often, but not always, such forward looking information can be identified by the use of forward looking words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward looking information in this press release. Examples of such forward looking information in this press release include, but are not limited to, factors relating to interest and income anticipated to be generated from the loan to CMP, the possible acquisition of additional income producing assets by McWatters and the results expected to be achieved therefrom, including any statements regarding anticipated payments of dividends on the Class A Preferred Shares of the share capital of McWatters and anticipated payments on account of their redemption price, which are subject to significant risks and uncertainties, including (1) the possibility that McWatters may or may not receive interest payments indirectly through the loan to CMP or acquire additional income producing assets, and (2) the possibility that McWatters may not derive sufficient cash flow from any income generating assets in order to be able to make the anticipated payments of dividends on the Class A Preferred Shares and/or the anticipated payments on account of their redemption price. Actual results are likely to differ, and may differ materially, from those expressed or implied by the forward looking information contained in this press release. Such forward looking information is based on a number of assumptions which may prove to be incorrect, including, but not limited to, assumptions in connection with the acquisition or profitability of any business or otherwise about the approvals or clearances required to be obtained from regulatory and other agencies and bodies being successfully obtained, and business and economic conditions generally. While McWatters anticipates that subsequent events and developments may cause McWatters' views to change, McWatters will not update this forward looking information, except as required by law. This forward looking information should not be relied upon as representing McWatters' views as of any date subsequent to the date of this press release. McWatters has attempted to identify important factors that could cause actual actions, events or results to differ materially from those current expectations described in forward looking information. However, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended and that could cause actual actions, events or results to differ materially from current expectations. There can be no assurance that forward looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking information. These factors are not intended to represent a complete list of the factors that could affect McWatters and other transactions contemplated herein.

Contact Information

  • McWatters Mining Inc.
    Robert A. Friesen, President and Secretary
    604-682-3637 (FAX)