TRITON MINING CORPORATION AND BLACK HAWK MINING INC. ANNOUNCE AN
AGREEMENT TO AMALGAMATE
TORONTO, ONTARIO--
TRITON MINING CORPORATION (TSE-TTM) AND BLACK HAWK MINING INC. (TSE-BHK) are
pleased to announce they have entered into an agreement providing for the
amalgamation of Triton Mining Corporation ("Triton") with a wholly-owned
subsidiary of Black Hawk Mining Inc. ("Black Hawk") under which each
outstanding common share of Triton will be exchanged for one Black Hawk
common share upon the effective date of the amalgamation. As a result of the
proposed amalgamation, Triton will become a wholly owned subsidiary of Black
Hawk.
The amalgamation is subject to approval of the boards of directors of Triton
and Black Hawk, the shareholders of Triton, The Toronto Stock Exchange, and
other applicable regulatory authorities. The amalgamation is also
conditional on the re-negotiation of certain Triton employment agreements as
well as the re-negotiation of the royalty agreement between Triton and
Repadre Capital Corporation ("Repadre"). The proposed agreement in principal
with Repadre contemplates, among other things, a reduction from 5% to 3% in
the Nicaragua royalty and a potential 2% royalty on the Manantial Espejo
property in Argentina.
The board of directors of the amalgamated corporation will initially be
comprised of four representatives from the existing Black Hawk board of
directors, including Mr. Gordon Bub as Chairman, one representative from the
existing Triton board of directors and one independent director satisfactory
to Triton and Black Hawk.
Triton and Black Hawk expect to complete the proposed business combination
within two months, and in any case no later than June 30, 1998.
Triton's Limon Mine in Nicaragua produced 48,600 ounces of gold in 1997 and
is expected to produce 55,000 ounces of gold in 1998. In Nicaragua, Triton
also holds a highly prospective 3,400 km2 exploration concession. In
Argentina, Triton holds an option with a subsidiary of Barrick Gold
Corporation to purchase the Manantial Espejo property, an advanced stage
gold/silver project.
Black Hawk's Keystone Gold Mine in Northern Manitoba produced 67,000 ounces
of gold during 1997 and is expected to produce 63,000 ounces of gold in 1998.
Black Hawk also owns the Bald Mountain gold project in Maine, U.S.A. that
currently has a mining permit application under review; the Hoyle Township
gold project in Timmins, Ontario presently being considered for joint
development with Kinross Gold Corporation; and 40% of the Sulphurets gold
project in northern British Columbia.
Triton's reserves and resources at the Limon Mine total 856,000 ounces of
gold comprised of 415,000 ounces of mineable reserves and 441,000 ounces of
measured indicated and inferred geological resources. In addition, Triton
has previously announced a resource at the Manantial Espejo project of
1,543,000 ounces of gold equivalent. Black Hawk has reserves at Keystone of
142,000 ounces of gold and 180,000 ounces of gold equivalent at Bald
Mountain. The Company's geological resource is 535,000 ounces of gold in the
Lynn Lake area of Manitoba, 230,000 ounces of gold at the Hoyle Township
property and 250,000 ounces of gold equivalent at the Sulphurets property.
The combined mineable reserves of the two companies is 737,000 ounces of gold
and the combined geological measured, indicated and inferred resources is
2,999,000 ounces of gold equivalent.
Triton plans to complete a previously announced financing of between 4.5 and
9.0 million shares at $0.39 per share which closes on or about February 13,
1998. Triton currently has 24.4 million shares outstanding. Black Hawk has
83.2 million shares outstanding.
For further information please contact:
TRITON MINING CORPORATION BLACK HAWK MINING INC.
Richard Godfrey Ian A. Shaw
Vice President, Finance Vice President, Finance
and Chief Financial Officer and Chief Financial Officer
(604) 689-9554 (416) 363-2911 Ext. 266
ÿ
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