Palladon Ventures Ltd.

Palladon Ventures Ltd.

December 02, 2010 18:38 ET

Palladon Ventures Ltd.: Shareholder Update Regarding CML Metals, Inc.

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 2, 2010) - Palladon Ventures Ltd. ("Palladon" or the "Company") (TSX VENTURE:PLL)(FRANKFURT:PV-1) is pleased to relay the following letter to shareholders received yesterday from CML Metals Inc.("CML") providing an update on operations, sales and shipments of run-of-mine ore from Iron Mountain to customers in China. Additionally, CML lays out its concentrate strategy with a scheduled completion date in early 2012 and financing plans to fund the $65 million capex budget for the concentrate facility at Iron Mountain.

CML Metals Shareholder Update

Dear Shareholder,

I am pleased to provide an update on the state of our operations and financing for the construction of the concentrator facility. 

Operations Update

Since shipping commenced in September, CML has sold and delivered 142,145 metric tons of run-of-mine ore to various purchasers. In addition, CML has booked shipments through January for approximately 100,000 tons of ore to be sold and delivered to buyers in China. At the current sales price for run-of-mine ore, CML is exceeding its production and logistics costs and expects to be profitable in the fourth quarter. With increasing customer demand, CML is undertaking to double its run-of-mine capacity to 100,000 tons per month and is actively working with the logistics providers, including numerous ports on the western coast of the US and Canada, to assess the viability of doing so for February deliveries. 

Concentrator Update

Pursuant to the Company's strategy of moving as quickly as possible to a concentrate product, CML has contracted Samuel Engineering, a highly respected engineering/design firm, for the numerous projects that are required to design and construct the concentrator plant. The Metallurgical Test Work Program is in its final stages, specifying the filtration and water separation circuit that will remove the process water from the concentrate. The test work needed to facilitate the design of the grinding and magnetic-separation circuits of the plant has been completed. The resulting flow sheet and subsequent variability testing indicate a final Fe content up to 67.5%, which is considered a premium concentrate product, significantly above the index standard of 62%. Plant design and equipment procurement have also commenced with major components being identified and integrated into building design and plant layout; preliminary drawings are already in circulation. Construction schedules are being updated as projects progress and continue to show plant completion, and concentrator production, in early 2012.

Financing Update

On November 23rd, CML signed a non-binding term sheet with an internationally recognized bulge bracket bank outlining material terms for a potential $45 million loan. Such loan may be funded in two phases: a) an initial $20 million loan, which is expected to close this year, and b) a $25 million add-on loan that is subject to various closing conditions including a final independent engineer's report and an offtake agreement in place for the sale of concentrate. Although CML and the lender have not yet finalized definitive terms or entered into definitive commitment agreements, the parties are working diligently towards that end. As with all loans, the loan will be subject to various customary and other conditions precedent including final credit approvals, satisfactory documentations and the completion of due diligence by such bank (and the bank has not provided any guarantees that any commitments will be forthcoming prior to satisfaction of such conditions). CML is seeking to have full loan documentation completed by year-end after which more details concerning the facility will be provided.

In order to facilitate the closing of the Phase I facility and to fully-finance the construction of the concentrator, CML will be raising $20mm of equity by year-end. To fund its $20 million equity portion of the construction budget, CML expects to either raise equity from its existing shareholders, or from new investors. In the event equity is raised from existing shareholders, each shareholder will have a right to maintain their existing ownership of CML by participating in the offering. We will provide more detail on the equity offering in the coming days.

Thank you again for your continuing support.

Dale Gilbert, CEO

CML Metals Inc.

Palladon is pleased with the progress CML has made in ramping up production and proving out its logistics plans. The Company continues to believe pursuing a concentrate scenario is the best strategy and fully supports the initiatives outlined above. Although details have not been finalized, CML indicated $20 million equity capital will be required from either an outside source or existing shareholders. If the $20 million in equity is financed by existing investors, Palladon would have a right to buy up to 21.7% of the shares which would equate to approximately $4.34 million. We will inform investors when we know more from CML on whether the equity will come from new or existing investors.

In addition, on the corporate front, the company is seeking the necessary regulatory related approvals such that it can set and disclose an effective date for the 10 for 1 reverse share consolidation which was approved at Palladon's recent Annual General and Special Meeting. Palladon will announce the effective date promptly once it has been set.

About Palladon Ventures Ltd.

Palladon Ventures Ltd. holds a significant minority interest in CML Metals Inc., which is focused on advancing the Iron Mountain project, an iron ore mine located west of Cedar City, Utah.

Disclaimer for Forward-Looking Information:

Certain statements in this release are forward-looking statements, which reflect the expectations of management. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to the commencement of shipping under the offtake agreement with CKI and future anticipated shipping volumes thereunder, pricing for the run-of-mine iron and the potential construction and financing of a concentrate facility. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management's current views and are based on certain expectations, estimates and assumptions which may prove to be incorrect. A number of risks and uncertainties could cause our actual results to differ materially from those expressed or implied by the forward-looking statements, including: (1) a downturn in general economic conditions in North America and internationally, (2) the inherent uncertainties and speculative nature associated with mineral exploration and production, (3) a decreased demand for minerals, (4) any number of events or causes which may delay or cease exploration and development of the Company's property interests, such as environmental liabilities, weather, mechanical failures, safety concerns and labor problems; (5) the risk that the Company does not execute its business plan, (6) inability to retain key employees, and (7) inability to finance operations and growth, (8) other factors beyond the Company's control. These forward-looking statements are made as of the date of this news release and, except as required by law, the Company assumes no obligation to update these forward-looking statements, or to update the reasons why actual results differed from those projected in the forward-looking statements.

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.

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