Dunav Resources and Dundee Precious Metals Complete Transaction
LONGUEUIL, QUEBEC -- (Marketwire) -- 09/02/11 -- Dunav Resources Ltd. (TSX VENTURE: DNV) ('Dunav') and Dundee Precious Metals Inc. (TSX: DPM) ('DPM') are pleased to announce the completion of the acquisition by Dunav of DPM's 100% interest in the Tulare copper and gold project, the Surdulica molybdenum project, and other early stage projects located in Serbia (hereinafter referred to as the 'Serbian Projects'). As previously announced Dunav, having met the minimum equity financing of $10 million ($16,725,968 was raised) and the revised minimum expenditures of $1 million on the Serbian Projects, notified DPM of its decision to exercise the option to acquire the Serbian Projects.
As a consideration for the acquisition, Dunav issued to DPM 47,257,922 common shares and warrants to purchase 36,790,009 common shares at a price of $0.42 each for a period of 24 months from issuance, subject to acceleration under certain circumstances. In accordance with the policies of the TSX Venture Exchange, the securities issued to DPM are subject to escrow requirements for a Tier 2 issuer. All securities issued to DPM are subject to a hold period under applicable securities laws until January 2, 2012. Following this transaction, DPM holds approximately 47.5% of the issued and outstanding capital of Dunav on a non-diluted basis.
The companies also entered into ancillary agreements, including: a standstill agreement relating to certain conduct of DPM, dependent upon its ownership position in Dunav, relating to take-over bids; and a qualification rights agreement pursuant to which DPM will be entitled to request the qualification for distribution by prospectus in all provinces of Canada (other than Quebec) of DPM's shares of Dunav, at DPM's expense, as long as DPM holds more than 20% of the outstanding shares of Dunav. DPM also has a participation right to maintain its pro-rata ownership in Dunav.
During the option period, Dunav has spent approximately $1.6 million on the Serbian Projects. On April 28, 2011, Dunav released results of its initial exploration program on the Tulare copper-gold project. Dunav expects to announce an update on its exploration program shortly.
About Dunav Resources
Dunav Resources is a mineral exploration company focused on the acquisition, exploration and development of mineral properties in Serbia. Additional information about the transaction with DPM and the Serbian Projects is available in Dunav's information circular dated March 25, 2011 and technical reports for the Tulare and Surdulica projects filed on SEDAR (www.sedar.com) and on Dunav's website (www.dunavresources.com).
About Dundee Precious Metals
Dundee Precious Metals Inc. is a well-financed, Canadian based, international gold mining company engaged in the acquisition, exploration, development, mining and processing of precious metals. DPM's principal operating assets include the Chelopech operation, which produces a gold, copper and silver concentrate, located east of Sofia, Bulgaria; the Kapan operation, which produces gold, copper, zinc and silver concentrates, located in southern Armenia; and the Tsumeb smelter, a concentrate processing facility located in Namibia. DPM also holds interests in a number of developing gold properties located in Bulgaria, Serbia, and northern Canada, including interests held through its 51.4% owned subsidiary, Avala Resources Ltd., and its 11.6% interest in Sabina Gold & Silver Corp.
This press release contains forward-looking information. Although Dunav or DPM, as the case may be, believes in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because Dunav or DPM, as the case may be, can give no assurance that they will prove to be correct. Forward-looking information is subject to known and unknown risks and uncertainties, and depends on assumptions and other factors, all of which may cause actual results or events to differ materially from those anticipated in the forward-looking information. The forward-looking statements contained in this press release are made as of the date hereof and Dunav and DPM undertake no obligations to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
Neither 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 release.
Contacts:
Dunav Resources Ltd.
James Crombie
President and Chief Executive Officer
450-677-3868
450-677-2601 (FAX)
info@dunavresources.com
Dundee Precious Metals Inc.
Jonathan Goodman
President & Chief Executive Officer
(416) 365-2408
jgoodman@dundeeprecious.com