PGM Ventures Corporation

PGM Ventures Corporation

June 30, 2005 09:30 ET

PGM Ventures Corporation : Sale of Shares of Simberi Gold Corporation

TORONTO, ONTARIO--(CCNMatthews - June 30, 2005) - PGM Ventures Corporation ("PGM")(TSX VENTURE:PPG) announces that it has entered into an agreement to sell to Michael Newbury (the "Purchaser") through a private transaction 10,000,000 common shares (the "Purchased Shares") in the capital of Simberi Gold Corporation (the "Corporation") representing 10.6% of the issued and outstanding common shares of the Corporation. The Purchaser agreed to acquire the common shares at a price of $0.04 per Purchased Share or an aggregate purchase price of $400,000. The Purchaser is acquiring the Purchased Shares on behalf of himself and five other persons (the "Joint Participants"). The closing date for the acquisition is expected to be within seven business days.

PGM has also agreed to sell to Porphyry Inc., a private Ontario corporation controlled by the Purchaser, and Porphyry has agreed to purchase from PGM at any time during the next 12 months an additional 30,000,000 common shares (the "Additional Shares") of the Corporation at a price, in the case of 15,000,000 of the Additional Shares, of $0.045 per share or an aggregate purchase price of $675,000 and, in the case of the other 15,000,000 Additional Shares, of $0.05 per share or an aggregate purchase price of $750,000. The Additional Shares represent 31.8% of the issued and outstanding common shares of the Corporation. Until the sale of the Additional Shares is completed, PGM has agreed to enter into a voting trust granting Porphyry the right to exercise all voting rights attaching to the Additional Shares.

Upon completion of the sale of the Purchased Shares, PGM will own or control an aggregate of 30,000,000 common shares of the Corporation representing 31.8% of the outstanding common shares of the Corporation. Upon completion of the sale of the Additional Shares, PGM will no longer own any shares of the Corporation.

PGM has sold the Purchased Shares and has agreed to sell the Additional Shares in order to focus its resources on the development of its project in Spain. PGM has no present intention of acquiring any additional shares of the Corporation. These transactions are subject to the conclusion of definitive agreements and applicable regulatory approval.

PGM intends to file a report describing the above transaction with applicable regulators, a copy of which shall be sent promptly to anyone who requests it from the persons noted below. PGM's address is 56 Temperance Street, 4th Floor, Toronto, ON M5H 3V5.

This press release includes certain "Forward-Looking Statements" within the meaning of the US Private Securities Reform Act of 1995. Other than statements of historical fact, all statements are "Forward-Looking Statements" that involve such various known and unknown risks, uncertainties and other factors. There can be no assurance that such statements will prove accurate. Results and future events could differ materially from those anticipated in such statements. Readers of this press release are cautioned not to place undue reliance on these "Forward-Looking Statements". All dollar amounts are Canadian dollars unless otherwise noted.

The TSX Venture Exchange Inc. has neither approved nor disapproved the information herein contained.

Contact Information

  • PGM Ventures Corporation
    Norman Brewster
    (416) 815-8666