|By Marketwired .||
|March 3, 2014 06:28 PM EST||
TORONTO, ONTARIO -- (Marketwired) -- 03/03/14 -- Duran Ventures Inc. (TSX VENTURE:DRV)(LMA:DRV) ("Duran" or the "Company") announces, further to its news release of October 15, 2013 that it was reviewing its strategic alternatives, that it has entered into mining concessions transfer and asset sales agreements (the "Agreements") dated March 3, 2014 with Minera Penoles de Peru S.A. ("Penoles"), a Peruvian subsidiary of Industrias Penoles S.A.B. de C.V. (BMV:PE&OLES) ("Industrias Penoles"), pursuant to which Duran has agreed to sell to Penoles the Company's Aguila Porphyry Copper-Molybdenum Project in Peru as well as the Company's 50% interest in the Corongo concessions and certain other assets (together, the "Subject Assets"). Industrias Penoles is the leading world producer of refined silver, metallic bismuth and sodium sulfate, and one of the main Latin-American producers of refined lead, zinc, as well as a leading Mexican producer of refined gold.
The purchase price for the Subject Assets will be a total of US$7,000,000, payable on closing (the "Closing"). Closing of the purchase and sale of the Subject Assets (the "Transaction") is expected to occur in late April 2014, and in any event no later than May 31, 2014.
The Subject Assets include certain mining concessions, surface infrastructure, and surrounding mining rights in the vicinity of the Company's Aguila Pit in north-central Peru. In particular, they include:
i. title to 20 mining concessions in the vicinity of the Aguila Pit, including the Pasacancha and Cashapampa concessions comprising the Company's Aguila mineral project (the "Aguila Concessions"); ii. the Company's 50% interest in certain mineral concessions known as the Corongo project held by Corongo Exploraciones S.A.C., a subsidiary of Duran, which are currently the subject of a property option agreement among the Company, its wholly owned subsidiary Minera Aguila de Oro S.A.C. ("Madosac") and Viper Gold Ltd.; and iii.the surface facilities currently used as an exploration camp and storage facility related to the Company's mining activities at the concessions comprising the Aguila project.
The Transaction is expected to constitute a Reviewable Disposition as defined in Policy 5.3 - Acquisitions and Dispositions of Non-Cash Assets of the TSX Venture Exchange Inc. ("TSXV") and, as such, completion of the Transaction remains subject to (i) approval by a majority of the votes cast at a special meeting of shareholders (the "Meeting") and (ii) regulatory approval by the TSXV. Closing is also subject to certain other conditions which are customary for a transaction of this nature. The Agreements include certain representations and warranties of Duran and its subsidiaries in favour of Penoles, including in connection with corporate, tax, environmental, labour and title issues. Duran and its subsidiaries will also indemnify Penoles for breaches of its representations, warranties and convenants for a period of five years following completion of the purchase and sale of the Subject Assets. Penoles has agreed to assume all liabilities of Duran in connection with the Cashapampa concessions partially comprising the Subject Assets.
Duran has also entered into a conditional termination agreement with Viper Gold Ltd. dated March 3, 2014 (the "Conditional Termination Agreement"), the holder of the remaining 50% interest in the Corongo concessions. Viper earned its interest in the Corongo concessions pursuant to a property option agreement (the "Option Agreement") entered into with Duran and Madosac on March 17, 2010. Subject to the receipt of TSXV and shareholder approval, Viper has agreed to transfer all of its interest in the Corongo concesssions to Duran in exchange for the sum of US$200,000, representing 50% of the sale price of the Corongo concessions, concurrently with the Closing of the Transaction as well as the termination of the Option Agreement. In the event the Transaction does not close, Viper will not transfer its interest in the Corongo concessions to Duran and the Option Agreement will not terminate.
The Company intends to use the proceeds from the Transaction to continue to pursue and develop other resource and mining opportunities in the ordinary course of its business, including with respect to its inventory of mineral properties in Peru which are not subject to the Transaction. More specifically, the Company will follow a prospect generator model where the Company will seek new partners to explore and develop properties in Duran's existing portfolio. The Company will continue to generate and acquire new prospective areas while partners are actively exploring Duran's existing properties. Duran is in a unique position to take advantage of attractive market conditions to acquire highly prospective properties. Duran will use its 20 year history of mineral exploration in Peru to position the Company for future exploration opportunities in Peru.
Duran currently has two mineral properties, the Don Pancho Lead/Zinc Project and the Minasnioc Gold/Silver Project, acquired 100% by the Company and then optioned to third parties by applying the prospect generator model. The Company's other existing exploration properties include the Mamanina Copper/Molybdenum/Gold Porphyry Project, located just 15 kilometres south of the Aguila Concessions, and the prospective Panteria Copper/Gold Project. Both projects show indications of mineralized porphyry systems. These projects were acquired by application and are 100% owned by Duran.
The Company intends to obtain the approval of its shareholders for the Transaction at the Meeting, which is expected to be held on or before April 25, 2014.
In connection with the Transaction, the Board of Directors appointed a special committee of independent directors (the "Special Committee"). As part of its process, the Special Committee retained Canaccord Genuity Corp. ("Canaccord Genuity") to act as financial advisor and Wildeboer Dellelce LLP to act as its legal advisor. Canaccord Genuity has provided an opinion to the Special Committee that, subject to certain assumptions and limitations set out therein, the Transaction is fair, from a financial point of view, to the shareholders of Duran. The Special Committee has determined that the Transaction is in the best interest of the Company and its shareholders and has recommended the approval of the Transaction to the Board of Directors. The Board of Directors has unanimously approved the Agreement and the Transaction and has unanimously determined to recommend that the shareholders of Duran vote in favour of the Transaction at the Meeting. The directors and senior management of Duran collectively hold approximately 7.1% of the issued and outstanding shares of the Company and have agreed to vote all Duran shares held by them in favour of the Transaction at the Meeting.
The trading of the Company's shares has been halted and shall remain halted pending receipt of satisfactory documentation by the TSXV. Further updates will be announced on the status of the trading halt, the Agreement, and the Transaction as appropriate. All of the transactions contemplated by the Agreements are subject to the approval of the TSXV.
Duran is a Canadian exploration company focused on the exploration and development of porphyry copper, precious metal, and polymetallic deposits in Peru.
Duran Ventures Inc. is a Canadian resource company listed on the
TSX Venture Exchange and the Bolsa de Valores de Lima: Symbol "DRV".
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 release.
Disclosure Regarding Forward-Looking Statements: This press release contains certain "Forward-Looking Statements" within the meaning of applicable securities legislation. We use words such as "might", "will", "should", "anticipate", "plan", "expect", "believe", "estimate", "forecast" and similar terminology to identify forward looking statements and forward-looking information. Such statements and information are based on assumptions, estimates, opinions and analysis made by management in light of its experience, current conditions and its expectations of future developments as well as other factors which it believes to be reasonable and relevant. Forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause our actual results to differ materially from those expressed or implied in the forward-looking statements and information and accordingly, readers should not place undue reliance on such statements and information. Risks and uncertainties that may cause actual results to vary include but are not limited to the speculative nature of mineral exploration and development, including the uncertainty of resource estimates; operational and technical difficulties; the availability to the Company of suitable financing alternatives; fluctuations in copper and molybdenum and other commodity prices; changes to and compliance with applicable laws and regulations, including environmental laws and obtaining requisite permits; political, economic and other risks arising from our Peruvian activities; fluctuations in foreign exchange rates; as well as other risks and uncertainties which are more fully described in our annual and quarterly Management's Discussion and Analysis and in other filings made by us with Canadian securities regulatory authorities and available at www.sedar.com. While the Company believes that the expectations expressed by such forward-looking statements and forward-looking information and the assumptions, estimates, opinions and analysis underlying such expectations are reasonable, there can be no assurance that they will prove to be correct. In evaluating forward-looking statements and information, readers should carefully consider the various factors which could cause actual results or events to differ materially from those expressed or implied in the forward looking statements and forward-looking information.
For basic one-to-one voice or video calling solutions, WebRTC has proven to be a very powerful technology. Although WebRTC’s core functionality is to provide secure, real-time p2p media streaming, leveraging native platform features and server-side components brings up new communication capabilities for web and native mobile applications, allowing for advanced multi-user use cases such as video broadcasting, conferencing, and media recording.
Oct. 21, 2016 06:15 PM EDT Reads: 2,915
Kubernetes, Docker and containers are changing the world, and how companies are deploying their software and running their infrastructure. With the shift in how applications are built and deployed, new challenges must be solved. In his session at @DevOpsSummit at19th Cloud Expo, Sebastian Scheele, co-founder of Loodse, will discuss the implications of containerized applications/infrastructures and their impact on the enterprise. In a real world example based on Kubernetes, he will show how to ...
Oct. 21, 2016 05:15 PM EDT Reads: 2,805
Without lifecycle traceability and visibility across the tool chain, stakeholders from Planning-to-Ops have limited insight and answers to who, what, when, why and how across the DevOps lifecycle. This impacts the ability to deliver high quality software at the needed velocity to drive positive business outcomes. In his general session at @DevOpsSummit at 19th Cloud Expo, Eric Robertson, General Manager at CollabNet, will discuss how customers are able to achieve a level of transparency that e...
Oct. 21, 2016 05:15 PM EDT Reads: 584
@DevOpsSummit has been named the ‘Top DevOps Influencer' by iTrend. iTrend processes millions of conversations, tweets, interactions, news articles, press releases, blog posts - and extract meaning form them and analyzes mobile and desktop software platforms used to communicate, various metadata (such as geo location), and automation tools. In overall placement, @DevOpsSummit ranked as the number one ‘DevOps Influencer' followed by @CloudExpo at third, and @MicroservicesE at 24th.
Oct. 21, 2016 04:30 PM EDT Reads: 3,786
24Notion is full-service global creative digital marketing, technology and lifestyle agency that combines strategic ideas with customized tactical execution. With a broad understand of the art of traditional marketing, new media, communications and social influence, 24Notion uniquely understands how to connect your brand strategy with the right consumer. 24Notion ranked #12 on Corporate Social Responsibility - Book of List.
Oct. 21, 2016 04:15 PM EDT Reads: 1,477
Established in 1998, Calsoft is a leading software product engineering Services Company specializing in Storage, Networking, Virtualization and Cloud business verticals. Calsoft provides End-to-End Product Development, Quality Assurance Sustenance, Solution Engineering and Professional Services expertise to assist customers in achieving their product development and business goals. The company's deep domain knowledge of Storage, Virtualization, Networking and Cloud verticals helps in delivering ...
Oct. 21, 2016 04:15 PM EDT Reads: 911
Most of us already know that adopting new cloud applications can boost a business’s productivity by enabling organizations to be more agile and ready to change course in our fast-moving and connected digital world. But the rapid adoption of cloud apps and services also brings with it profound security threats, including visibility and control challenges that aren’t present in traditional on-premises environments. At the same time, the cloud – because of its interconnected, flexible and adaptable...
Oct. 21, 2016 04:00 PM EDT Reads: 2,680
In his session at @DevOpsSummit at 19th Cloud Expo, Robert Doyle, lead architect at eCube Systems, will examine the issues and need for an agile infrastructure and show the advantages of capturing developer knowledge in an exportable file for migration into production. He will introduce the use of NXTmonitor, a next-generation DevOps tool that captures application environments, dependencies and start/stop procedures in a portable configuration file with an easy-to-use GUI. In addition to captu...
Oct. 21, 2016 04:00 PM EDT Reads: 1,461
SYS-CON Events announced today that SoftNet Solutions will exhibit at the 19th International Cloud Expo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. SoftNet Solutions specializes in Enterprise Solutions for Hadoop and Big Data. It offers customers the most open, robust, and value-conscious portfolio of solutions, services, and tools for the shortest route to success with Big Data. The unique differentiator is the ability to architect and...
Oct. 21, 2016 03:54 PM EDT Reads: 216
In past @ThingsExpo presentations, Joseph di Paolantonio has explored how various Internet of Things (IoT) and data management and analytics (DMA) solution spaces will come together as sensor analytics ecosystems. This year, in his session at @ThingsExpo, Joseph di Paolantonio from DataArchon, will be adding the numerous Transportation areas, from autonomous vehicles to “Uber for containers.” While IoT data in any one area of Transportation will have a huge impact in that area, combining senso...
Oct. 21, 2016 03:31 PM EDT Reads: 172
More and more brands have jumped on the IoT bandwagon. We have an excess of wearables – activity trackers, smartwatches, smart glasses and sneakers, and more that track seemingly endless datapoints. However, most consumers have no idea what “IoT” means. Creating more wearables that track data shouldn't be the aim of brands; delivering meaningful, tangible relevance to their users should be. We're in a period in which the IoT pendulum is still swinging. Initially, it swung toward "smart for smar...
Oct. 21, 2016 03:15 PM EDT Reads: 279
Cognitive Computing is becoming the foundation for a new generation of solutions that have the potential to transform business. Unlike traditional approaches to building solutions, a cognitive computing approach allows the data to help determine the way applications are designed. This contrasts with conventional software development that begins with defining logic based on the current way a business operates. In her session at 18th Cloud Expo, Judith S. Hurwitz, President and CEO of Hurwitz & ...
Oct. 21, 2016 03:00 PM EDT Reads: 4,358
@ThingsExpo has been named the Top 5 Most Influential M2M Brand by Onalytica in the ‘Machine to Machine: Top 100 Influencers and Brands.' Onalytica analyzed the online debate on M2M by looking at over 85,000 tweets to provide the most influential individuals and brands that drive the discussion. According to Onalytica the "analysis showed a very engaged community with a lot of interactive tweets. The M2M discussion seems to be more fragmented and driven by some of the major brands present in the...
Oct. 21, 2016 03:00 PM EDT Reads: 11,148
In the next five to ten years, millions, if not billions of things will become smarter. This smartness goes beyond connected things in our homes like the fridge, thermostat and fancy lighting, and into heavily regulated industries including aerospace, pharmaceutical/medical devices and energy. “Smartness” will embed itself within individual products that are part of our daily lives. We will engage with smart products - learning from them, informing them, and communicating with them. Smart produc...
Oct. 21, 2016 02:30 PM EDT Reads: 1,402
As ridesharing competitors and enhanced services increase, notable changes are occurring in the transportation model. Despite the cost-effective means and flexibility of ridesharing, both drivers and users will need to be aware of the connected environment and how it will impact the ridesharing experience. In his session at @ThingsExpo, Timothy Evavold, Executive Director Automotive at Covisint, will discuss key challenges and solutions to powering a ride sharing and/or multimodal model in the a...
Oct. 21, 2016 02:15 PM EDT Reads: 1,429