Trend Mining and United Mine Services Sign Letter of Intent
Posted on: Tuesday, 11 September 2007, 09:00 CDT
HILTON HEAD, S.C., Sept. 11 /PRNewswire-FirstCall/ -- Trend Mining Company (BULLETIN BOARD: TRDM) is pleased to announce that it has signed a Letter of Intent with United Mine Services ("UMS") as a prelude to a combination of the two companies. Under the planned acquisition of UMS, Trend will acquire 100% of the outstanding shares of UMS in exchange for 46,530,000 shares of Trend. Additionally, upon successful completion of the acquisition, two of Trend's current board members will resign and be replaced by three Board members from UMS. Current management of UMS will assume operating control of the newly constituted company with the exception that John Ryan will remain as Chief Financial Officer and a Board Member of the new entity. Upon closing, it is contemplated that Trend will, with approval of shareholders, change its name to "United Mine Services, Inc." or a similar name.
Terms of the arrangement are subject to continuing due diligence and the preparation and signing of a definitive acquisition agreement. The scheduled closing date is September 30, 2007 subject to extension under certain circumstances and approval of the parties. The closing is also subject to the parties being able to raise a minimum of $1 million to be used to close an ongoing planned acquisition which UMS initiated several months ago.
United Mine Services is a one year old company formed to provide mine services to the mineral sector and which will eventually include exploration drilling, surface and underground mine development, mine site construction and reclamation. UMS will also seek acquisitions and internal growth in machining and fabrication of specialized mine equipment and tools, a sector which it judges to have significant growth in the future due to rising demand for specialized mining equipment and repair work.
UMS currently conducts its operations primarily through its 100% owned subsidiary Stewart Contracting Inc. ("SCI") which it acquired about eight months ago for $2.5 million. SCI is a decade-old contracting firm located in North Idaho's Silver Valley near Kellogg, Idaho. SCI is engaged in mine site construction and excavation projects and also is well-known for its remediation and environmental clean-up capabilities focused on the mining sector. Most recently, SCI was awarded the contract for repair of the surface buildings and mine tunnel rehabilitation at the Crescent Mine, near Kellogg, Idaho. The Crescent Mine is 100% owned by SNS Silver, Inc. (SNS.V) of Vancouver, B.C.
UMS plans to expand its business through internal growth and also the acquisition of existing established service companies with the goal of building a profitable, publicly traded mine services company. In this regard, UMS has entered an agreement to purchase a well-established machine and metal fabricating company with a 25-year history of providing specialized machine and fabrication services to the mining industry. UMS has negotiated the right to acquire the business for $2 million and may also purchase land and buildings for $1.6 million under the terms of a 1-year real estate lease option agreement. The closing of this transaction is expected to follow very shortly after the closing of the acquisition of UMS by Trend.
With regard to the current mineral properties held by Trend Mining it is expected that the new management team would continue to advance the portfolio through deployment of its cash flows from its revenue generating sectors, as well as through funds generated from other sources. Trend currently has joint ventures and land positions in two North American properties with potential for hosting significant amounts of platinum, palladium, gold and other metals as well as one uranium project in Saskatchewan with potential for hosting high grade, unconformity-type uranium mineralization.
Throughout this press release there are forward looking statements and assumptions made by management within the meaning of Section27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are subject to the safe harbor created by those sections. Factors that could cause results to differ materially from those projected are, but not limited to, adverse price fluctuations of underlying metals, the company's ability to acquire and develop properties, competition from larger more established companies, the ability to finance future acquisitions and projects, and governmental regulation. Trend Mining Company believes that the projects it has entered into and those it will enter into show promise, but there can be no guarantee of that. This press release is for informational purposes only and should not be construed as an offer to solicit, buy, or sell any security.
Trend Mining Company
CONTACT: John P. Ryan, Secretary of Trend Mining Company,+1-843-842-4048; or Kurt Hoffman, President of United Mine Services,+1-208-773-2250
Source: PRNewswire-FirstCall
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