Porphyry Inc.

November 18, 2005 09:21 ET

Porphyry Inc.: Purchase of Shares of Simberi Gold Corporation

TORONTO, ONTARIO--(CCNMatthews - Nov. 18, 2005) - Further to his press release dated June 29, 2005, Michael Newbury (the "Purchaser") announces that he, through his holding company Porphyry Inc. ("Porphyry"), and eight other persons (the "Joint Participants") have acquired an additional 12,000,000 common shares (the "Purchased Shares") of Simberi Gold Corporation (the "Corporation"), representing 12.7% of the outstanding common shares of the Corporation, from PGM Ventures Inc. ("PGM") at a price of $0.045 per share or an aggregate purchase price of $540,000 through a private transaction.

The purchase and sale was completed pursuant to the terms of a purchase and sale agreement dated August 12, 2005 among PGM, Porphyry and the Purchaser. Pursuant to the terms of the agreement, Porphyry has agreed to also purchase from PGM an additional 18,000,000 common shares (the "Additional Shares") of the Corporation at any time on or before June 30, 2006 at a price of $0.049 per share. The Additional Shares represent 19.1% of the issued and outstanding common shares of the Corporation. Until the purchase of the Additional Shares is completed, PGM has agreed, at all meetings of shareholders, to cast all votes in respect of the Additional Shares in accordance with the written direction of Porphyry.

Following the acquisition of the Purchased Shares, Porphyry, together with those persons who may be considered to be acting jointly or in concert with the Purchaser, now own or control an aggregate of 21,140,278 common shares of the Corporation representing 22.4% of the outstanding common shares of the Corporation. Upon completion of the acquisition of the Additional Shares, Porphyry, together with those persons who may be considered to be acting jointly or in concert with Porphyry, will own or control an aggregate of 39,140,278 common shares of the Corporation representing 41.4% of the outstanding common shares of the Corporation.

The Purchaser and the Joint Participants have acquired the Purchased Shares for investment purposes. The Purchaser, the Joint Participants and/or Porphyry may purchase additional shares of the Corporation in the open market, by private agreement or otherwise subject to their availability at attractive prices, market conditions, applicable laws and other relevant factors.

The Purchaser 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. The Purchaser and Porphyry's address is 192 Douglas Ave., Toronto, Ontario, M5M 1G6.

The information herein has not been approved or disapproved by regulatory authorities.

Contact Information

  • Porphyry Inc.
    Michael Newbury
    (416) 487-4637