Wednesday, June 20, 2012 11:04:38 AM
From this release, it sounds like it is imminent!
TSX, AIM SYMBOL: OSU
June 20, 2012
Orsu Metals Corporation: Corrective Announcement of Extension of Endeavour Agreement
LONDON, UNITED KINGDOM--(June 20, 2012) -
The following amendment has been made to the announcement released on 19 June 2012 at 17:10 (London) on RNS (the
"announcement"). The announcement incorrectly referenced the signature of a mandate letter with Barclays Bank plc. The
Company continues discussions with Barclays and other providers of project finance and will make an appropriate
announcement if and when any mandate letter in relation to the same is signed.
All other details remain unchanged. The full amended text is shown below.
Orsu Metals Corporation ("Orsu" or the "Company" or the "Group"), the dual listed (TSX:OSU)(AIM:OSU) London-based
precious and base metals exploration and development company has executed an extension to an agreement with its
financial advisors Endeavour Financial Limited ("Endeavour") in relation to the procurement of project finance or other
debt or strategic investment in relation to the Company's Karchiga copper project in Kazakhstan ("Karchiga"). The
original Financial Advisory Services Agreement is dated 1 September 2011 (the "Agreement") and was assigned to Endeavour following a management buy-out of the debt and M&A business from Endeavour Financial International Corporation (a subsidiary of Endeavour Mining Corporation). The extension arises as a consequence of that assignment.
Subsequent to the entering into of the original agreement, Endeavour is now considered to be a related party under the
AIM Rules for Companies solely by virtue Mr David Rhodes, a director of Endeavour, being appointed to the board of Orsu
on 7 December 2010. Mr Rhodes, together with certain of his related parties, holds a non-controlling interest in the
issued share capital of Endeavour.
Certain fees are also payable by Orsu to Endeavour in accordance with the terms of the Agreement all of which with the
exception of the stock options will be payable in cash, which are summarised below.
Principal terms of the Agreement
The fees payable by the Company to Endeavour:
1. A monthly retainer of $10,000, rising to $15,000 on completion of the
definitive feasibility study in relation to Karchiga (which was
published on SEDAR on 29 March 2012).
2. A 'milestone' payment of $100,000 which is triggered by the signing of a
mandate letter with a financing bank in relation to finance for
Karchiga.
3. A success fee of 1.5% of the total final funding package (less the
previous milestone payment paid) payable upon signature of definitive
funding agreements in relation to Karchiga.
4. Stock options over 500,000 shares in the capital of the Company at a
strike price of CAD$0.30, half of which vested on signing of the mandate
letter referred to in 2 above and half of which vest on completion of
the funding package as set out in 3 above. The options have a term of 36
months.
5. Termination clauses may result in the Company paying 25%, 50% or 100% of
the success fee depending on the circumstances.
The directors of the Company, with the exception of Mr Rhodes who abstained from voting, considers that, having
consulted with its nominated advisor, Canaccord Genuity Limited, the terms of the transaction are fair and reasonable
insofar as the shareholders of the Company are concerned.
FOR FURTHER INFORMATION PLEASE CONTACT:
Orsu Metals Corporation
Dr Sergey V Kurzin
+44 (0) 20 7518 3999
OR
Orsu Metals Corporation
Kevin Denham
+44 (0) 20 7518 3999
www.orsumetals.com
OR
Canaccord Genuity Limited
Andrew Chubb
+44 (0) 20 7523 8000
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