Extension of expiry date of Special Warrants of Duluth Exploration Limited to July 31, 2013
TORONTO, Oct. 10, 2012 /PRNewswire/ – Duluth Metals Limited (“Duluth Metals” or the “Company“) (TSX: DM) (TSX: DM.U) previously announced the distribution to its
shareholders of record (“Shareholders of Record“) as at August 23, 2011 of a dividend in kind, consisting of special
warrants (“Special Warrants“) automatically convertible to common shares of Duluth Exploration
Limited (“DEL“), a spin-off entity which is a wholly-owned Canadian subsidiary of the
Company. In August 2011, the Special Warrants were distributed to
Shareholders of Record on the basis of one Special Warrant for every 15
common shares of Duluth Metals.
These Special Warrants are an intermediate step to the issuance of
freely trading shares. This step is required as DEL is currently a
private company and thus does not trade on any stock exchange.
The Special Warrants will automatically convert into freely trading
shares of DEL subject to and at such time DEL completes both: (a) a
National Instrument 43-101 (“NI 43-101“) compliant Technical Report prepared by an independent Qualified
Person (as such term is defined in NI 43-101) in respect of the
properties of DMC (USA) LLC (a wholly-owned subsidiary of Duluth
Metals); and (b) a liquidity event (a “Liquidity Event“) involving any one of the following: (i) a significant financing of
not less than $16,000,000 and the listing of DEL’s common shares on a
Canadian, UK or US stock exchange; (ii) a “reverse take-over” with a
company listed on a Canadian, UK or US stock exchange; or (iii) the
completion by DEL of an IPO and the listing of its common shares on a
Canadian, UK or US stock exchange.
The terms of the Special Warrants require that DEL complete a NI 43-101
compliant Technical Report in respect of the properties of DMC (USA)
LLC (the “DMC Properties“) and a Liquidity Event by January 18, 2013 (the “Deadline“), failing which the Special Warrants will expire and DEL will continue
to be a subsidiary of Duluth Metals.
After conferring with the Toronto Stock Exchange, DEL has now extended
the Deadline to July 31, 2013 but otherwise all other terms and
conditions of the Special Warrants continue to apply.
The reason for the extension of the Deadline is the direct result of (i)
the delay in receiving drilling permits for the DMC Properties which
prevented the drilling necessary to complete the N1 43-101 compliant
Technical Report and (ii) current market and IPO conditions.
Duluth Metals is pleased to announce that on September 21, 2012 the
requested drilling permits were received and drilling on the DMC
Properties commenced on September 24, 2012. However, a NI 43-101
compliant Technical Report with respect to the DMC Properties can only
be completed after receipt of initial results from the drilling
About the Companies
Duluth Metals is committed to acquiring, exploring and developing copper, nickel and
platinum group metal (PGM) deposits. Duluth Metals has a joint venture
with Antofagasta plc on the Twin Metals Project, located within the
rapidly emerging Duluth Complex mining camp in north eastern
Minnesota. The Duluth Complex hosts one of the world’s largest
undeveloped repositories of copper, nickel and PGMs, including the
world’s third largest accumulation of nickel sulphides, and one of the
world’s largest accumulations of polymetallic copper and platinum group
metals. Aside from the joint venture, Duluth Metals retains a 100%
position on approximately 40,000 acres of mineral interests on
exploration properties adjacent to and nearby the Twin Metals Project.
DEL will, through its shareholdings in Duluth Exploration (USA) Inc., be a
company focused on exploration and development of those properties held
by DMC (USA) LLC in the Duluth Complex.
DMC (USA) LLC is a company committed to the exploration and development of certain
properties located in the Duluth Complex. DMC (USA) LLC is a wholly
owned subsidiary of Duluth Metals (Canada) ULC, which in turn is a
wholly owned subsidiary of Duluth Metals Limited.
This press release contains forward-looking statements (including
“forward-looking information” within the meaning of applicable Canadian
securities legislation and “forward-looking statements” within the
meaning of the US Private Securities Litigation Reform Act of 1995)
relating to Duluth Metals’ operations, the environment in which it
operates, its mineral properties and the transactions described in this
press release. Duluth Metals has relied on a number of assumptions and
estimates in making such forward-looking statements, including, without
limitation, the timing expected to complete the NI 43-101 compliant
Technical Report and the Liquidity Event. Such assumptions and
estimates are made in light of the trends and conditions that are
considered to be relevant and reasonable based on information available
and the circumstances existing at this time. A number of risk factors
may cause actual results or outcomes to be materially different from
those expressed or implied by such forward-looking statements
including, without limitation, market conditions, the failure to
receive the approval of the Toronto Stock Exchange, or other required
regulatory and stock exchange approvals, for the transactions described
in this press release and other factors set forth in other public
filings of Duluth Metals. Forward-looking statements are not
guarantees of future performance and such information is inherently
subject to known and unknown risks, uncertainties and other factors
that are difficult to predict and may be beyond the control of Duluth
Metals. Although the Company has attempted to identify important risks
and factors that could cause actual actions, events or results to
differ materially from those described in forward-looking statements,
there may be other factors and risks that cause actions, events or
results not to be as anticipated, estimated or intended. Consequently,
undue reliance should not be placed on such forward-looking statements.
In addition, all forward-looking statements in this press release are
given as of the date hereof.
Duluth Metals disclaims any intention or obligation to update or revise
any forward-looking statements, whether as a result of new information,
future events or otherwise, save and except as may be required by
applicable securities laws. The forward-looking statements contained
herein are expressly qualified by this disclaimer.
SOURCE Duluth Metals Limited