Morien Shareholders Vote Overwhelmingly in Favour of Donkin Transaction
February 10, 2015 – Halifax, Nova Scotia – Morien Resources Corp. (“Morien” or the “Company”) (TSXV:MOX), is pleased to announce that at the Company’s Special Meeting of Shareholders (“Meeting”) held earlier today, Morien shareholders voted overwhelming in favour of a special resolution authorizing the exchange of Morien’s 25% working interest in the Donkin Coal Project (the “Project”) in Cape Breton, Nova Scotia for cash and a royalty (“the Transaction”).
Under the terms of the Transaction, and in return for the 25% working interest, Kameron Collieries ULC (“Kameron”), an affiliate of The Cline Group LLC, agreed to pay Morien cash consideration of $2 million on closing, an additional $2 million on the earlier of first production or the 2nd anniversary of closing, and an additional $1.5 million on the earlier of first export sales or the 3rd anniversary of closing. Kameron also agreed to pay Morien, for the life of the Project, a gross production royalty of 2% on the first 500,000 tonnes of coal sales per calendar quarter and 4% on any coal sales from quarterly tonnage above 500,000 tonnes.
At the Meeting, shareholders voted 99.99% in favour of the Transaction. Further, votes on an unprecedented 44% of the Company’s outstanding shares were cast.
The Transaction is expected to close before the end of February, 2015.
Morien is a Canadian mining exploration and development company, focussed on unique mineral industry opportunities in North America with current interests in:
Donkin Coal Project: Following the closing of the Transaction, expected by the end of February, 2015, Morien will own a gross production royalty on the Donkin Coal Project. The royalty rate is for 2% of the first 500,000 tonnes of coal sales per quarter and 4% on any coal sales from quarterly tonnage above 500,000 tonnes. Morien is also expecting milestone payments in the amount of $2 million on the earlier of first production or the 2nd anniversary of closing, and an additional $1.5 million on the earlier of first export sales or the 3rd anniversary of closing. The Donkin Coal Project will be operated by or under the direction of Kameron Collieries ULC, an affiliate of The Cline Group LLC. The Project is fully permitted, including approval for construction of an on-site barge-loading facility to access deep tidewater. Approximately $43 million has been invested in the Project since 2006, including $15 million by Morien.
Black Point Aggregate Project: Vulcan Materials Company, the United State’s largest producer of construction aggregates, purchased Morien’s rights to the Black Point Aggregate Project in Q2 2014 and is currently permitting the Project for eventual production within the 2018 to 2020 period. Morien received $1 million in payment from Vulcan on signing, and is entitled to receive an additional payment of $800,000 on the successful environmental permitting of the Project, anticipated in Q1 2016. Morien and Vulcan are working jointly towards the successful completion of the Environmental Assessment process. Morien has an industry competitive royalty for the life of mine which is expected to continue for over 50 years.
Banks Island Gold Project: Morien holds a 1.5% NSR Royalty over the marketable metal, ores, minerals and concentrates produced and shipped from a 1,987 hectare area within the producing Yellow Giant Gold property located 105 kilometres south of Prince Rupert, British Columbia.
U.S.A. Industrial Mineral Interests: Morien holds various direct and indirect interests in industrial mineral properties in the United States.
Morien has 59,942,248 issued and outstanding common shares and a fully diluted position of 65,658,975. Further information is available at www.MorienRes.com.
Some of the statements in this news release may constitute “forward-looking information” as defined under applicable securities laws. These statements reflect Morien’s current expectations of future revenues and business prospects and opportunities and are based on information currently available to Morien. Morien cautions that actual performance will be affected by a number of factors, many of which are beyond its control, and that future events and results may vary substantially from what Morien currently foresees. Factors that could cause actual results to differ materially from those in forward-looking statements include risks and uncertainties described in Morien’s annual information form filed with the Canadian Securities regulators on SEDAR (www.sedar.com). Morien cautions that its royalty revenue will be based on production by third party property owners and operators who will be responsible for determining the manner and timing for the properties forming part of Morien’s royalty portfolio. These third party owners and operators are also subject to risk factors that could cause actual results to differ materially from those predicted herein including: volatility in financial markets or general economic conditions; capital requirements and the need for additional financing; fluctuations in the rates of exchange for the currencies of Canada and the United States; prices for commodities including gold, coal and aggregate; unanticipated changes in production, mineral reserves and mineral resources, metallurgical recoveries and/or exploration results; changes in regulations and unpredictable political or economic developments; loss of key personnel; labour disputes; and ineffective title to mineral claims or property. There are other business risks and hazards associated with mineral exploration, development and mining. Although Morien believes that the forward-looking information contained herein is based on reasonable assumptions, readers cannot be assured that actual results will be consistent with such statements. Morien expressly disclaims any intention or obligation to update or revise any forward-looking information in this news release, whether as a result of new information, events or otherwise, except in accordance with applicable securities laws.
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.
For more information, please contact:
John P.A. Budreski
President and CEO
Phone: (416) 930-0914
Manager Corporate Development, P.Geo
Phone: (902) 466-7255