|By Marketwired .||
|April 29, 2014 05:50 PM EDT||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 04/29/14 -- Mercator Minerals Ltd (TSX:ML) ("Mercator" or the "Company") announces that it has agreed with Intergeo MMC Ltd ("Intergeo") to certain amendments to the agreements ("Agreements") executed in connection with the proposed business combination between Mercator and Intergeo announced on December 12, 2013 ("Arrangement"), including the extension of the completion deadline up to May 30, 2014 and, in certain circumstances, up to August 1, 2014 and additional interim funding.
The completion deadline will be extended to provide the Russian Federal Anti-Monopoly Services ("FAS"), the federal executive body responsible for foreign investments in the Russian Federation, with additional time to complete its review of the response provided by Mercator and Intergeo to its request for information regarding the terms and conditions of the Arrangement (see April 17, 2014 press release).
In connection with the amendments to the Agreements, Daselina Investments Corp. ("Daselina"), Intergeo's controlling shareholder, has agreed to increase the commitment under the bridge loan advanced by Daselina in connection with the Arrangement by an additional $2 million (to $16 million) on May 1, 2014 and by an additional $2 million (to $18 million) on June 1, 2014 if the Arrangement has not yet been completed by these dates.
Daselina currently holds an aggregate of 50,962,676 warrants exercisable to acquire up to 50,962,676 common shares of Mercator, representing 13.9% of Mercator's outstanding common shares on a partially diluted basis (assuming exercise of all warrants held by Daselina).
As consideration for this further increase in the commitment under the bridge loan, Mercator has agreed, subject to the approval of the Toronto Stock Exchange ("TSX"), to issue to Daselina 17,863,000 additional share purchase warrants ("Additional Warrants"), which only vest and become exercisable as described below. Each Additional Warrant entitles the holder thereof to purchase one Mercator common share at $0.1224 per share for a period of five years following the date of issuance. All warrants held by Daselina, including those issued previously, will (i) become exercisable only if the Arrangement is terminated; and (ii) be cancelled upon completion of the Arrangement.
If and when the commitment under the bridge loan is increased to $16 million, 8,719,100 Additional Warrants will vest such that, in aggregate, Daselina would be able to exercise 59,681,776 warrants representing 15.9% of the outstanding Mercator common shares on a partially diluted basis (assuming the exercise of all warrants held by Daselina). If and when the commitment under the bridge loan is increased to $18 million, 9,143,900 Additional Warrants will vest such that, in aggregate, Daselina would be able to exercise 68,825,676 warrants representing 17.9% of the outstanding Mercator common shares on a partially diluted basis (assuming the exercise of all warrants held by Daselina).
The amendments to the Agreements are subject to the completion of applicable documentation and the receipt of any necessary approvals and consent.
Completion of the Arrangement remains subject to final acceptance of the Arrangement by the TSX and the satisfaction or waiver of all remaining conditions precedent, all of which are proceeding. Mercator will continue to provide updates as the Arrangement advances towards completion.
About Mercator Minerals Ltd.
Mercator Minerals Ltd., a TSX listed base metals mining company, operates the wholly-owned copper/molybdenum/silver Mineral Park Mine in Arizona, USA. Mercator also wholly-owns two development projects in Sonora, Mexico: the copper heap leach El Pilar project and the molybdenum/copper El Creston project.
For further information please visit www.mercatorminerals.com.
On Behalf of the Board of Directors
MERCATOR MINERALS LTD.
D. Bruce McLeod, P.Eng, President and CEO
This press release contains certain forward-looking information within the meaning of Canadian securities legislation and forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs regarding future events of management of Mercator. When used in this document, the words "anticipates", "may", "can", "believes", "expects", "projects", "intends", "likely", "will", "to be" or the negative of these terms and any similar expressions and any other statements that are not historical facts, in each case as they relate to Mercator, the Arrangement with Intergeo or the combined company are intended to identify those assertions as forward-looking information and statements. In making such statements, the Company believes that its expectations are based on reasonable assumptions. However, any such statement may be influenced by factors that could cause actual outcomes and results to be materially different from those projected or anticipated. This information and these statements, referred to herein as "forward-looking statements", are not historical facts, are made as of the date of this press release and include without limitation, statements regarding discussions of future plans, authorizations, approvals and statements as to management's expectations with respect to, among other things, the receipt of any and all necessary regulatory approvals, third party consents, authorizations and the satisfaction of conditions precedent to the completion of the Arrangement may constitute forward-looking statements.
These forward-looking statements involve numerous risks and uncertainties and actual results may vary. Important factors that may cause actual results to vary include without limitation, certain transactions, the successful completion of the Arrangement with Intergeo, and the ability to meet obligations under certain credit facilities and other debt instruments, the timing and receipt of certain approvals, and unanticipated events related to political risk, social unrest, and changes in general economic conditions or conditions in the financial markets. In making the forward-looking statements in this press release, the Company has applied several material assumptions, including without limitation, the assumptions that the receipt of necessary consents and approvals and satisfaction of all conditions precedent for the completion of the Arrangement with Intergeo (and for draw down of any funds under the amended bridge loan) in a timely manner. Certain of the risks and assumptions are described in more detail in the Mercator's Annual Information Form, Audited Financial Statements and MD&A for the year ended December 31, 2013 on the SEDAR website at www.sedar.com. The actual results or performance by Mercator could differ materially from those expressed in, or implied by, any forward-looking statements relating to those matters. Accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what impact they will have on the results of operations or financial condition of Mercator. Except as required by law, the Company is under no obligation, and expressly disclaims any obligation, to update, alter or otherwise revise any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
In his session at Cloud Expo, Robert Cohen, an economist and senior fellow at the Economic Strategy Institute, provideed economic scenarios that describe how the rapid adoption of software-defined everything including cloud services, SDDC and open networking will change GDP, industry growth, productivity and jobs. This session also included a drill down for several industries such as finance, social media, cloud service providers and pharmaceuticals.
Dec. 9, 2016 03:45 PM EST Reads: 560
"Dice has been around for the last 20 years. We have been helping tech professionals find new jobs and career opportunities," explained Manish Dixit, VP of Product and Engineering at Dice, in this SYS-CON.tv interview at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 9, 2016 03:30 PM EST Reads: 1,224
Extracting business value from Internet of Things (IoT) data doesn’t happen overnight. There are several requirements that must be satisfied, including IoT device enablement, data analysis, real-time detection of complex events and automated orchestration of actions. Unfortunately, too many companies fall short in achieving their business goals by implementing incomplete solutions or not focusing on tangible use cases. In his general session at @ThingsExpo, Dave McCarthy, Director of Products...
Dec. 9, 2016 03:15 PM EST Reads: 975
"ReadyTalk is an audio and web video conferencing provider. We've really come to embrace WebRTC as the platform for our future of technology," explained Dan Cunningham, CTO of ReadyTalk, in this SYS-CON.tv interview at WebRTC Summit at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 9, 2016 03:15 PM EST Reads: 852
Infrastructure is widely available, but who’s managing inbound/outbound traffic? Data is created, stored, and managed online – who is protecting it and how? In his session at 19th Cloud Expo, Jaeson Yoo, SVP of Business Development at Penta Security Systems Inc., discussed how to keep any and all infrastructure clean, safe, and efficient by monitoring and filtering all malicious HTTP/HTTPS traffic at the OSI Layer 7. Stop attacks and web intruders before they can enter your network.
Dec. 9, 2016 03:00 PM EST Reads: 351
@DevOpsSummit taking place June 6-8, 2017 at Javits Center, New York City, is co-located with the 20th International Cloud Expo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world. @DevOpsSummit at Cloud Expo New York Call for Papers is now open.
Dec. 9, 2016 03:00 PM EST Reads: 2,007
The many IoT deployments around the world are busy integrating smart devices and sensors into their enterprise IT infrastructures. Yet all of this technology – and there are an amazing number of choices – is of no use without the software to gather, communicate, and analyze the new data flows. Without software, there is no IT. In this power panel at @ThingsExpo, moderated by Conference Chair Roger Strukhoff, Dave McCarthy, Director of Products at Bsquare Corporation; Alan Williamson, Principal...
Dec. 9, 2016 02:45 PM EST Reads: 622
Businesses and business units of all sizes can benefit from cloud computing, but many don't want the cost, performance and security concerns of public cloud nor the complexity of building their own private clouds. Today, some cloud vendors are using artificial intelligence (AI) to simplify cloud deployment and management. In his session at 20th Cloud Expo, Ajay Gulati, Co-founder and CEO of ZeroStack, will discuss how AI can simplify cloud operations. He will cover the following topics: why clou...
Dec. 9, 2016 02:45 PM EST Reads: 1,034
Video experiences should be unique and exciting! But that doesn’t mean you need to patch all the pieces yourself. Users demand rich and engaging experiences and new ways to connect with you. But creating robust video applications at scale can be complicated, time-consuming and expensive. In his session at @ThingsExpo, Zohar Babin, Vice President of Platform, Ecosystem and Community at Kaltura, discussed how VPaaS enables you to move fast, creating scalable video experiences that reach your aud...
Dec. 9, 2016 02:42 PM EST Reads: 191
Cloud Expo, Inc. has announced today that Andi Mann returns to 'DevOps at Cloud Expo 2017' as Conference Chair The @DevOpsSummit at Cloud Expo will take place on June 6-8, 2017, at the Javits Center in New York City, NY. "DevOps is set to be one of the most profound disruptions to hit IT in decades," said Andi Mann. "It is a natural extension of cloud computing, and I have seen both firsthand and in independent research the fantastic results DevOps delivers. So I am excited to help the great t...
Dec. 9, 2016 02:30 PM EST Reads: 788
Rapid innovation, changing business landscapes, and new IT demands force businesses to make changes quickly. In the eyes of many, containers are at the brink of becoming a pervasive technology in enterprise IT to accelerate application delivery. In this presentation, attendees learned about the: The transformation of IT to a DevOps, microservices, and container-based architecture What are containers and how DevOps practices can operate in a container-based environment A demonstration of how ...
Dec. 9, 2016 02:30 PM EST Reads: 1,258
"At ROHA we develop an app called Catcha. It was developed after we spent a year meeting with, talking to, interacting with senior citizens watching them use their smartphones and talking to them about how they use their smartphones so we could get to know their smartphone behavior," explained Dave Woods, Chief Innovation Officer at ROHA, in this SYS-CON.tv interview at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 9, 2016 02:15 PM EST Reads: 813
In this strange new world where more and more power is drawn from business technology, companies are effectively straddling two paths on the road to innovation and transformation into digital enterprises. The first path is the heritage trail – with “legacy” technology forming the background. Here, extant technologies are transformed by core IT teams to provide more API-driven approaches. Legacy systems can restrict companies that are transitioning into digital enterprises. To truly become a lead...
Dec. 9, 2016 02:15 PM EST Reads: 376
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, Phil Hombledal, Solution Architect at CollabNet, discussed how customers are able to achieve a level of transparency that e...
Dec. 9, 2016 02:15 PM EST Reads: 1,290
WebRTC is the future of browser-to-browser communications, and continues to make inroads into the traditional, difficult, plug-in web communications world. The 6th WebRTC Summit continues our tradition of delivering the latest and greatest presentations within the world of WebRTC. Topics include voice calling, video chat, P2P file sharing, and use cases that have already leveraged the power and convenience of WebRTC.
Dec. 9, 2016 02:15 PM EST Reads: 1,776