Wallbridge sets Nov. 15 as special warrant record date
2005-10-04 04:48 MT - News Release
Mr. Douglas Hunter reports
WALLBRIDGE ANNOUNCES RECORD DATE FOR SPECIAL WARRANT DIVIDEND FOR WALLBRIDGE AMERICA LIMITED
Wallbridge Mining Company Ltd. is selecting the record date of Nov. 15, 2005, for issuance of a special warrant dividend to shareholders of record on that date. On Nov. 15, 2005, the company will distribute to its shareholders, special warrants of Wallbridge America Limited (WAL), a new company that will acquire all of Wallbridge's Minnesota exploration assets. Currently, Wallbridge's principal Minnesota exploration asset is the Maturi extension deposit, located in the Duluth complex in northeastern Minnesota. The Toronto Stock Exchange has conditionally accepted notice of the dividend-in-kind of the special warrants.
Under the terms of the plan, Wallbridge, as founder of Wallbridge America Ltd., will receive eight million preference shares of Wallbridge America Ltd. (WAL preference shares) convertible for no additional consideration into an equal number of WAL common shares for a two-year period, and the shareholders of Wallbridge will receive a dividend in kind of one special warrant of WAL (WAL special warrants) for every four shares of Wallbridge Mining Company Ltd. held as of Nov. 15, 2005. Following this transaction, WAL will acquire, from Wallbridge, all of the outstanding shares of the Wallbridge subsidiary that currently holds all of the company's Minnesota exploration assets. In exchange for the shares in this subsidiary, Wallbridge will receive two million WAL preference shares in exchange for the earlier proposed net smelter return royalty.
"We are very excited and pleased to be able to deliver real value to our existing Wallbridge shareholders by way of this new initiative," said Doug Hunter, vice-president of exploration.
Upon WAL completing a financing of at least $3-million, becoming a public company and obtaining a listing on a recognized stock exchange, each WAL special warrant will automatically convert into one common share of Wallbridge America Ltd. In the event that WAL does not complete the financing and listing within nine months of the special warrant distribution date, the WAL special warrants will expire and WAL will remain a wholly owned subsidiary of Wallbridge Mining Company Ltd.
Following the successful completion of this transaction, WAL will own assets comprising leases and prospecting permits covering approximately 820 hectares (2,050 acres) in the Duluth complex. The Duluth complex hosts over four billion tonnes of copper, nickel and PGE (platinum group element) mineralization and is one of the largest known undeveloped mineral resources in the world.
Immediate plans for WAL will be to complete a private placement financing, complete an initial public offering of its common shares and obtain a listing on the TSX Venture Exchange. The financing proceeds will be used to undertake an aggressive exploration program on the Minnesota property. WAL's goal is to establish a mineral resource for development for the Maturi extension deposit, which has the best grade characteristics of all known deposits in the Duluth complex. The first phase of work will consist of substantial infill drilling designed to substantiate the grade and extent of the deposit.
We seek Safe Harbor.
K.D.
