Plexmar - die Turbokursrakete startet
TSX Venture Exchange - DIB
Bolsa de Valores de Lima - DIB
TORONTO, May 29, 2012 /PRNewswire/ - Dia Bras Exploration Inc. (TSX-V:DIB) (BVLAC:DIB) ("Dia Bras" or the "Company") and Plexmar Resources Inc. (TSX-V:PLE) ("Plexmar") announce today that the Hans XX concession is no longer subject to the option granted by Plexmar to Dia Bras (the "Concession Option") in connection with Dia Bras and Plexmar's previously announced letter of intent (the "LOI") and plan of arrangement. As described in a press release issued on April 23, 2012, Plexmar granted Dia Bras the Concession Option providing Dia Bras with the right to acquire the Bolsa del Diablo and Hans XX properties for US$800,000 if certain option events take place, as an inducement for Dia Bras to enter into the LOI.
Plexmar had acquired rights to the Hans XX concession through an option agreement (the "Option Agreement") entered into in December 2009. In order to acquire all of the mining rights in the Hans XX concession, Plexmar was required to spend a total of US$1 million in exploration work over a five-year period, and make payments totaling $1.6 million over the same period. Between January and May 2012, Plexmar was unable to negotiate an extension of the cash payment deadlines under the Option Agreement to reflect the difficulties encountered in securing the surface access rights with the San Sebastian community. Specifically, Plexmar tried to extend payment on the outstanding sum due for 2011 and future payments, and to agree on a new timeframe under which to spend the US$1 million in exploration. Since an agreement on the extended payment deadlines could not be reached the Option Agreement was consequently cancelled.
Both Plexmar and Dia Bras intend on amending the Concession Option and the option exercise price to reflect the cancellation of the Option Agreement. Dia Bras continues its due diligence efforts with respect to the LOI.
About Dia Bras
Dia Bras Exploration is a Canadian exploration & mining company focused on precious and base metals in Chihuahua State, other areas of northern Mexico, and most recently at its Yauricocha silver-lead-zinc-copper-gold mine in Peru. The Company is accelerating exploration at the Yauricocha property as well as pursuing the development and exploration of its most advanced Mexican assets - the Bolivar Property (copper-zinc-silver) and the Cusi Property (silver-lead) and is exploring in Mexico several precious metal targets such as La Sidra gold project at the Bolivar Property, Las Coloradassilver project at Melchor Ocampo (Zacatecas State), the Bacerac silver project (Sonora State), and the La Verde gold project at the BatopilasProperty (Chihuahua State).Dia Bras is also exploring base metal projects in Mexico such as the Corralitos intrusion-hosted molybdenum deposit (Chihuahua State).
About Plexmar
Plexmar is a Canadian exploration company focused on acquiring, exploring and developing gold mineral properties. Its main asset is Bolsa del Diablo, a gold project in northern Peru, which covers an area of nearly 9,700 ha and is located near the border with Ecuador. In total, Plexmar owns 100% of 38 concessions and has the right to acquire 100% of the Angolos concession through an option agreement. Additionally, Plexmar owns the Malin Plant located 125 km northeast of Trujillo in northern Peru. The current capacity of the Malin Plant is 125 tpd with plans to expand the total treatment capacity (polymetallic-flotation and gold) to 200 tpd in 2012.
For further information on Plexmar Resources Inc. visit www.plexmar.com or contact:
Guy Bédard
President
Plexmar Resources Inc.
1 (418) 658-6776
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the
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July 4, 2012 1:02 PM
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Dia Bras signs a binding letter of intent to acquire Plexmar and amends a bridge credit facility with Plexmar
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TORONTO, July 4, 2012 /CNW/ - Dia Bras Exploration Inc. (TSX-V:DIB) (BVLAC:DIB) ("Dia Bras" or the "Company") and Plexmar Resources Inc. (TSX-V: PLE) ("Plexmar"), following renewed discussions are pleased to announce that Dia Bras and Plexmar have entered into a letter of intent (the "Letter of Intent") pursuant to which Dia Bras will acquire all of the outstanding common shares of Plexmar at a price of $0.01 per common share, payable in cash (the "Acquisition"), and all outstanding warrants and options to acquire common shares of Plexmar will be cancelled for no consideration by way of a statutory plan of arrangement.
Daniel Tellechea, President and CEO of Dia Bras, commented "Under the terms of this new agreement, we expect Plexmar's assets combined with the resources and management team of Dia Bras in Peru have the potential to accrete significant value to the precious metals business base of the Company in the medium term."
The Acquisition is subject to the execution of definitive agreements, approval by the Plexmar shareholders, regulatory and court approvals, and other customary closing conditions. The Plexmar board of directors has created a special committee, composed of independent directors, which will serve to review all documents and process steps, in order to provide recommendations to the Plexmar board of directors.
Additionally, Dia Bras has provided Plexmar with an amended and restated bridge credit facility (the "Credit Facility"), the proceeds of which will be used by Plexmar first, to pay amounts due on certain mining concessions and second, for other expenses to be approved by Dia Bras, in its sole discretion.
The Credit Facility matures on October 19th, 2012 (the "Maturity Date") and bears interest at a rate of 15% per annum. Furthermore, at any time prior to the Maturity Date, Dia Bras in its sole discretion may elect to exercise its option under an option agreement entered into in connection with the Credit Facility, whereby Sociedad Minera San Miguelito S.A.C. ("San Miguelito") and Minera Ate S.A.C. ("Minera Ate"), both subsidiaries of Plexmar, has granted Dia Bras an option to acquire a 5% NSR royalty on Plexmar's Bolsa del Diablo concessions, up to a 60% interest in Plexmar's Bolsa del Diablo concessions and up to a 60% interest in Plexmar's share of the Malin Plant. The exercise price is based on and offset amounts outstanding under the Credit Facility.
Plexmar has granted Dia Bras the following collateral as security under the Credit Facility: (a) the shares of Plexmar's subsidiaries, San Miguelito and Minera Ate; (b) Plexmar's interest in the Malin Plant located in Trujillo, Peru; and (c) all of the concessions directly or indirectly owned by Plexmar and its subsidiaries.
The special committee of the board of directors of Plexmar has engaged Paradigm Capital Inc. as its advisor to the transaction.
About Dia Bras
Dia Bras Exploration is a Canadian mining company focused on precious and base metals in Chihuahua State, other areas of northern Mexico, and its Yauricocha silver-lead-zinc-copper-gold mine in Peru. The Company is accelerating exploration at the Yauricocha property as well as pursuing the development and exploration of its most advanced Mexican assets - the Bolivar Property (copper-zinc-silver) and the Cusi Property (silver-lead) and is exploring in Mexico several precious metal targets such as La Sidra gold project at the Bolivar Property, Las Coloradas silver project at Melchor Ocampo (Zacatecas State), the Bacerac silver project (Sonora State), and the La Verde gold project at the Batopilas Property (Chihuahua State). Dia Bras is also exploring base metal projects in Mexico such as the Corralitos intrusion-hosted molybdenum deposit (Chihuahua State). Dia Bras is also exploring base metal projects in Mexico such as the Corralitos intrusion-hosted molyebdenum deposit.
About Plexmar
Plexmar is a Canadian exploration company focused on acquiring, exploring and developing gold mineral properties. Its main asset is Bolsa del Diablo, a gold project in northern Peru, which covers an area of nearly 9,700 ha and is located near the border with Ecuador. In total, Plexmar owns 100% of 38 concessions and has the right to acquire 100% of 1 more concession through an option agreement. Additionally, Plexmar owns the Malin Plant located 125 km northeast of Trujillo in northern Peru. The current capacity of the Malin Plant is 125 tpd with plans to expand the total treatment capacity (polymetallic-flotation and gold) to 200 tpd in 2012.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Forward-looking Statements
Except for statements of historical fact, all statements in this news release without limitation regarding new projects, acquisitions, future plans and objectives are forward-looking statements that involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from those anticipated in such statements
Die beiden Unternehmen hatten sich bereits im April auf eine Übernahme geeinigt, diese wurde jedoch im Juni wieder abgesagt.
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Plexmar Resources Inc. Obtains Interim Order for Plan of Arrangement
TORONTO, Sept. 28, 2012 /PRNewswire/ - Dia Bras Exploration Inc. (TSX: DIB) (BVLAC: DIB) ("Dia Bras") and Plexmar Resources Inc. (TSXV: PLE) ("Plexmar") are pleased to announce that the Ontario Superior Court of Justice (Commercial List) has issued an interim order authorizing Plexmar to, among other things, call an annual and special meeting of its shareholders (the "Special Meeting") to consider, among other things, and, if deemed advisable, pass two special resolutions to approve a proposed plan of arrangement (the "Plan of Arrangement") in accordance with the Business Corporations Act (Ontario) (the "OBCA") and to approve the continuance of Plexmar as a corporation under the OBCA (the "Continuance"). On September 18, 2012, Dia Bras and Plexmar announced that they had entered into a definitive arrangement agreement (the "Arrangement Agreement"), setting out, among other things, the proposed acquisition of Plexmar by Dia Bras, whereby Dia Bras will acquire all of the outstanding common shares of Plexmar at a price of $0.01 per common share, payable in cash and subject to adjustment, as described in the Arrangement Agreement. All outstanding warrants and options to acquire common shares of Plexmar shall be cancelled for no consideration.
The Special Meeting to approve the Plan of Arrangement and the Continuance will be held at 10:00 a.m. (Quebec time) on October 29, 2012, at 2505, boulevard Laurier, Bureau 240, Québec, Québec G1V 2L2, Canada. The record date for determining the holders of common shares of Plexmar that will be entitled to receive notice of and to vote at the Special Meeting is September 28, 2012. Each of the special resolutions approving the Plan of Arrangement and the Continuance must be approved by at least 66 2/3% of the votes cast by Plexmar shareholders represented in person or by proxy and entitled to vote at the Special Meeting. Plexmar's board of directors has unanimously recommended that holders of Plexmar's shares vote in favour of the Plan of Arrangement and the Continuance of Plexmar as an OBCA corporation.
The Notice of the 2012 Annual and Special Meeting, Management Information Circular, Form of Proxy and Letter of Transmittal with respect to the Plan of Arrangement and Continuance are expected to be mailed to holders of common shares of Plexmar by October 5, 2012. Copies of these documents will also be available for viewing on Plexmar's SEDAR profile on www.sedar.com.
About Dia Bras
Dia Bras is a Canadian and Peruvian listed (TSX-V: DIB, BVL: DIB) exploration and mining company focused on precious and base metals in Chihuahua State, other areas of northern Mexico, and most recently at its Yauricocha silver-lead-zinc-copper-gold mine in Peru. The Company is accelerating exploration at the Yauricocha property as well as pursuing the development and exploration of its most advanced Mexican assets - the Bolivar Property (copper-zinc-silver) and the Cusi Property (silver-lead) and is exploring in Mexico several precious metal targets such as La Sidra gold project at the Bolivar Property, Las Coloradas silver project at Melchor Ocampo (Zacatecas State), the Bacerac silver project (Sonora State), and the La Verde gold project at the Batopilas Property (Chihuahua State).Dia Bras is also exploring base metal projects in Mexico such as the Corralitos intrusion-hosted molybdenum deposit.
About Plexmar
Plexmar is a Canadian exploration company focused on acquiring, exploring and developing gold mineral properties. Its main asset is Bolsa del Diablo, a gold project in northern Peru, which covers an area of nearly 22,000 ha and is located near the border with Ecuador. In total, Plexmar owns 100% of 39 concessions and has the right to acquire 100% of 1 more concession through an option agreement.
Additionally, Plexmar owns the Malin Plant located 125 km northeast of Trujillo in northern Peru. The current capacity of the Malin Plant is 125 tpd with plans to expand the total treatment capacity (polymetallic-flotation and gold) to 200 tpd in 2012.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of
Plexmar Shareholders Urged to Vote FOR Plan of Arrangement / Cash Consideration is Fair
QUEBEC CITY, QUEBEC -- (Marketwire) -- 10/22/12 -- Plexmar Resources Inc.'s (TSX VENTURE: PLE) management and board of directors would like to remind shareholders that they have until Thursday October 25, 2012 to vote on the proposed Plan of Arrangement for the acquisition of Plexmar Resources by Dia Bras Exploration Inc. ("Dia Bras")(TSX VENTURE: DIB). The annual and special meeting to approve the Plan of Arrangement will be held at 10:00 a.m. on October 29, 2012 at 2505, boulevard Laurier, Suite 240 in Quebec (the "Meeting").
The Notice of the Meeting, Management Information Circular, Form of Proxy and Letter of Transmittal with respect to the Plan of Arrangement and Continuance was mailed to holders of common shares of Plexmar on October 5, 2012. Copies of these documents are available for viewing on Plexmar's SEDAR profile on www.sedar.com and on www.plexmar.com.
On September 18, 2012, Plexmar entered into an arrangement agreement (the "Arrangement Agreement") with Dia Bras whereby, subject to the terms and conditions of the Arrangement Agreement, Dia Bras will acquire all of the outstanding Common Shares pursuant to the Arrangement. Assuming the Arrangement becomes effective, shareholders of Plexmar (the "Shareholders") will receive $0.01 in cash for each Common Share held, subject to adjustment as described in the management information circular. Shareholders will be asked to approve a special resolution approving the Arrangement (the "Arrangement Resolution") at the upcoming Meeting.
Based on a number of factors, including consulting with its financial and legal advisors, and after careful consideration of, among other things, the unanimous recommendation of the Special Committee of the board of directors of Plexmar (the "Board") and the fairness opinion from the Board's financial advisor Paradigm Capital Inc., the Board unanimously determined that the consideration being provided pursuant to the Arrangement is fair to Shareholders, and that the Arrangement is in the best interests of Plexmar.
Each of the Arrangement Resolution and the special resolutions to be considered at the Meeting to approve the related Continuance of Plexmar as an OBCA corporation must be approved by at least 66 2/3% of the votes cast by Shareholders represented in person or by proxy and entitled to vote at the Meeting. The Board unanimously recommends that Shareholders vote FOR the Arrangement Resolution and FOR the Continuance Resolution.
The Special Committee and the Board also considered a number of potential risk factors relating to the Arrangement, including the following:
-- if the Arrangement is not consummated and the Board decides to seek
another transaction, it is unlikely that Plexmar will be able to find a
party willing to pay an equivalent or more attractive price than the
Cash Consideration to be paid under the Arrangement, or that
Shareholders would be able to receive cash or other consideration for
their Common Shares equal or greater than the Cash Consideration payable
under the Arrangement in any other future transaction that Plexmar may
affect.
-- the risks to Plexmar that debt obligations and future payments required
to be made by Plexmar to retain its properties may not be financeable
under present market conditions considering that multiple efforts were
made to raise funds in the last twelve months. This risk includes
Plexmar's inability to repay or refinance the U.S.$2.3 million loan
facility granted by Dia Bras to finance its operations which is due
November 30, 2012. Shareholders are reminded that Plexmar's failure to
repay the above mentioned loan will entitle Dia Bras to enforce the
security interest granted over Plexmar's significant assets.
About Plexmar
Plexmar is a Canadian exploration company focused on acquiring, exploring and developing gold mineral properties. Its main asset is Bolsa del Diablo, a gold project in northern Peru, which covers an area of nearly 22,000 ha and is located near the border with Ecuador. In total, Plexmar owns 100% of 39 concessions and has the right to acquire 100% of 1 more concession through an option agreement. Additionally, Plexmar owns the Malin Plant located 125 km northeast of Trujillo in northern Peru.
TORONTO, Nov. 14, 2012 /PRNewswire/ - Dia Bras Exploration Inc. (TSX-V:DIB) (BVLAC:DIB) ("Dia Bras") and Plexmar Resources Inc. (TSX-V:PLE) ("Plexmar") are pleased to announce that they have closed their previously announced plan of arrangement (the "Plan of Arrangement") whereby Dia Bras has acquired all of the outstanding common shares of Plexmar (the "Plexmar Shares"), subsequent to the granting of the final order approving the Plan of Arrangement on November 13, 2012 by the Ontario Superior Court of Justice (Commercial List).
As previously disclosed, the transaction was approved by Plexmar shareholders on October 29, 2012. Information concerning the Plan of Arrangement is set out in Plexmar's annual general and special meeting circular (the "Circular") dated October 1, 2012 that was mailed to all Plexmar shareholders. A copy of the Circular is available electronically at www.sedar.com.
As described in the Circular, Plexmar will be de-listed from the TSX-V. Dia Bras intends to file an application for Plexmar to cease to be a reporting issuer in the provinces of British Columbia, Alberta, Ontarioand Quebec.
About Dia Bras
Dia Bras is a Canadian and Peruvian listed (TSX-V: DIB, BVL: DIB) exploration and mining company focused on precious and base metals in Chihuahua State, other areas of northern Mexico, and most recently at its Yauricocha silver-lead-zinc-copper-gold mine in Peru. The Company is accelerating exploration at the Yauricocha property as well as pursuing the development and exploration of its most advanced Mexican assets - the Bolivar Property (copper-zinc-silver) and the Cusi Property (silver-lead) and is exploring in Mexico several precious metal targets such as La Sidra gold project at the Bolivar Property, Las Coloradas silver project at Melchor Ocampo (Zacatecas State), the Bacerac silver project (Sonora State), and the La Verde gold project at the Batopilas Property (Chihuahua State).Dia Bras is also exploring base metal projects in Mexico such as the Corralitos intrusion-hosted molybdenum deposit.
About Plexmar
Plexmar is a Canadian exploration company focused on acquiring, exploring and developing gold mineral properties. Its main asset is Bolsa del Diablo, a gold project in northern Peru, which covers an area of nearly 22,000 ha and is located near the border with Ecuador. In total, Plexmar owns 100% of 39 concessions and has the right to acquire 100% of 1 more concession through an option agreement.
Additionally, Plexmar owns the Malin Plant located 125 km northeast of Trujillo in northern Peru.