Latest News Release I pulled off the Web!!
SVV VSE June 25, 1998
Accepts Proposal By Canam Mining Corp.
SILVER PEAK RESOURCES LTD ("SVV-V")
- Accepts Proposal By Canam Mining Corp.
Silver Peak Resources Ltd. ("Silver Peak") is pleased to announce that it has accepted a proposal dated May 29, 1998 forwarded to it by Canam Mining Corporation ("Canam") pursuant to which Canam will assume control of and refurbish the Ainsworth Mill located in the Slocan Mining Division of the Province of British Columbia.
Under the arrangement, Silver Peak's right, title and interest in and to the Ainsworth Mill and the lands and associated claims will be transferred to a subsidiary company of Silver Peak and Canam, in conjunction with an arms length financier, will provide up to CAD$200,000 in order to place the Ainsworth Mill in a condition where it is ready to custom mill ore in the area.
Canam will be represented on the Board of Directors of the subsidiary through the appointment of John Mirko and Bob McTiernan.
The Ainsworth Mill, and all equipment, permits, tailings and disposal licenses will be transferred to the subsidiary company for and in the consideration of the sum of $1.00 and the agreement by the subsidiary company to assume secured liabilities of Silver Peak registered against the assets and undertaking of Silver Peak to a maximum amount of USD$1,000,000.
The financing for the rehabilitation of the Ainsworth Mill is a loan in the amount of CAD$200,000 which amount bears interest at the rate of Prime plus 2% per annum. The funds for refurbishing the Ainsworth Mill will be expended in accordance with a budget presented to Canam and the Board of Directors of Silver Peak as prepared by Peter Jacobi, P. Eng.
As a bonus, the financier will be entitled to purchase from the treasury of Silver Peak's subsidiary a number of shares equal to 50% of the issued and outstanding shares for and in consideration of the sum of CAD$500.
The agreement with Canam provides that positive cashflow from the operations of the Ainsworth Mill will be applied first to repay the financing loan. Thereafter, the balance of net after tax profits will be distributed in equal 50% portions toward the repayment of the secured debt and towards the payment of dividends to the shareholders of the Subsidiary.
As a further incentive for Canam to successfully operate the Ainsworth Mill and repay Silver Peak's secured creditors, Silver Peak has provided Canam with the right to purchase its interest in the subsidiary for and in consideration of the sum of USD$500,000. The option is exercisable at any time during the three years following the fiscal year in which the secured creditors have been fully paid and satisfied.
The Ainsworth Mill has been shut down for approximately ten years. The successful operation of the Ainsworth Mill is directly proportional to management being able to provide adequate mill feed for the operation of the Ainsworth Mill.
In an attempt to have Silver Peak fulfill the role of providing the mill feed, members of the former Board of Silver Peak withdrew their consent to stand for re-election to the Board of Directors. Therefore, at the Annual General Meeting of the Company held on June 18, 1998 and adjourned to June 19, 1998, the shareholders elected a new board of directors comprised of Harvey Tremblay, Ernest S. Peters and Victoria Chen. Harvey Tremblay has further agreed to accept an appointment as President of Silver Peak.
In the opinion of management, the proposal advanced by Canam is viewed as being in the best interest of all shareholders. Without the Ainsworth Mill being refurbished, the Ainsworth Mill has no value. The potential salvage value from the Ainsworth Mill has been estimated by independent professionals to be approximately CAD$200,000 before the cost of reclamation. Maximum value from the Ainsworth Mill would only be realized if the Ainsworth Mill was refurbished and placed back in operation. In order to secure Silver Peak and its related companies for the processing of ore, Silver Peak has been successful in negotiating a preferred rate for custom milling of any ore that might be extracted from the Abbott Wagner group of mineral claims, owned 70% by Silver Peak, 30% by Golden Arch and optioned to Roper Resources Ltd, all inter-related companies.
John Mirko is an experienced prospector who has already targeted properties with small ore bodies which could be contract mined and milled through the Ainsworth Mill.
Bob McTiernan is a mill manager with more than thirty years experience in operating mills. Mr. McTiernan was previously employed in the mining and milling industry by Skylark Resources Ltd., Newmont Mines and Texas Gulf.
A finder's fee of $20,000 is due and payable by Silver Peak in connection with the Canam proposal to Petco Enterprises Ltd. The fee will be by the issuance and allotment of 118,000 treasury shares of Silver Peak subject to exchange approval.
The accomplishment of past management in placing the Ainsworth Mill in professional hands and new management follows the company's unsuccessful attempts to enter the oil and gas industry in the Williston Basin. On May 20, 1998, Silver Peak and its associated companies sold their interest in oil and gas leases and one marginal well in the area for USD$350,000. The net proceeds of the disposition have been disbursed to a secured creditor that advanced funds to Silver Peak for Silver Peak's participation in the Williston Basin.
Incidental to the above, the Board of Directors has agreed to grant options to purchase 700,000 shares of Silver Peak to new members of the Board, exercisable in whole or in part for a period of five years at a price of $0.16 per share.
TEL: (604) 899-8888 Victoria Chen, Director FAX: (604) 899-6054
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