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posted on
Dec 17, 2008 04:24AM
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Breaking News
07:30 EST Wednesday, December 17, 2008
TORONTO, ONTARIO--(Marketwire - Dec. 17, 2008) - Iberian Minerals Corp. (TSX VENTURE:IZN) ("Iberian") announces that the Company's wholly-owned subsidiary, Minas de Aguas Tenidas, S.A. ("MATSA") has entered into a joint venture agreement (the "Agreement") with Cadillac Ventures Inc. ("Cadillac"), a Canadian junior exploration company (CNSX:CDC).
The Agreement relates to 14 properties comprising all or part of 24 Mining Concessions plus 6 Investigation Permits (one at application stage) totalling 231.9 km2 (the "Properties") in Huelva Province, in the Andalusia Region of southern Spain, adjacent to the Aguas Tenidas Mine (the "Mine") of MATSA.
Under the Agreement, a joint venture, to be known as the "MATSA Huelva Joint Venture", is established with Cadillac initially owning 1%, held for it by MATSA, with MATSA holding 99%. By expending $3 million in exploration expenditures at the Properties within two years, Cadillac may earn a 90% participating interest, with MATSA then holding a 10% carried interest; failing such expenditure, Cadillac will hold no interest in the Properties.
Once Cadillac earns a 90% interest, all future exploration expenditures continue to be funded by Cadillac (with an obligation to always maintain all of the Properties in good standing). Cadillac is operator of all exploration programs. At the point of a feasibility study on any one property or part thereof, that property is to be transferred to a new operating company from the joint venture, with a new agreement to be entered into with the parties being Cadillac 90% and MATSA 10%, both participating. MATSA then has the option to increase its interest to 35% (Cadillac 65%) by paying an amount equal to the expenditures of Cadillac at such property plus two times the cost of the feasibility study. In the case of the Santo Angel property (which includes the Angelita deposit), MATSA may, on paying those amounts, increase its percentage to 65% (Cadillac 35%).
If any party's interest reduces below 10%, it automatically converts to a 1% net smelter royalty. Both parties have granted the other rights of first offer in the event of any proposed transfers of interest. The joint venture agreement contains other usual terms for transactions of this type.
The Properties are considered non-core to Iberian and MATSA, and are not part of the current development plan for the Mine.
Daniel Vanin, President of Iberian said: "We are extremely pleased to have this new joint venture with Cadillac. We are focused right now on our Aguas Tenidas Project in Spain, and Condestable Project in Peru, such that at this stage, we consider the Properties important but non-core. They are not part of our current development plan for the Mine. Under the deal, Iberian and its shareholders are carried through to feasibility study, and continue to enjoy back-in rights in the future, together with rights of first offer, should we consider it appropriate."
The proposed transaction is subject to regulatory, creditor and other usual conditions. The proposed transaction is a "Reviewable Transaction" for purposes of applicable policies of the TSX Venture Exchange. Norman Brewster, the non-executive Chairman and a director of the Company, is President, CEO, director and a shareholder of Cadillac. There is no finder's fee in connection with this transaction.