NEW YORK, June 24 /PRNewswire-FirstCall/ -- Volcan Holdings, Inc. (OTC Bulletin Board: VOHO) (the "Company" or "Volcan") - has reached an agreement to acquire a controlling stake in Australian Gold Investments Limited (AGV), a diversified minerals exploration company listed on the Australian Securities Exchange (ASX). Specifically, Volcan has agreed to transfer 80% of 3 of its North Queensland bauxite projects into AGV, in return for an issue to Volcan of shares of AGV that will represent approximately 43% of AGV, plus an equivalent number of options.
The agreement is binding subject to AGV shareholder approval.
The projects are the 5 tenements that comprise the South Johnstone, Ravenshoe and Atherton projects held by Volcan in North Queensland; exploration Licenses EPM18138, EPM18139, EPM18140, EPM18463 and EPM18464. Following the transfer of Volcan's interest in these projects to AGV, Volcan will continue to retain a 100% interest in the 26 other bauxite tenements that it owns throughout eastern Australia. For further information on Volcan's projects, please visit www.volcanholdings.com
- Volcan will own a significant controlling holding in an ASX listed company (AGV).
- AGV is holding gold exploration projects in Australia, including in the renowned for gold-mining Kalgoorlie district of Western Australia, the Pilbara region of Western Australia, and in northern NSW.
- AGV is holding a sapphire mine with a JORC indicated resource of approximately 25M carats including a processing plant and mining and exploration equipment.
- Following the acquisition, Volcan, through its share holdings in AGV, will retain control over the North Queensland projects and, including its retained 20% interest, Volcan will still have an effective beneficial interest of approximately 60% of the 3 North Queensland projects, with additional options in AGV to significantly further increase its ownership.
- The directors of Volcan believe that this acquisition and positive exposure to other diversified mineral assets has the potential to add significant value to Volcan.
- The directors also believe that this transaction, with its increased exposure to the local Australian capital markets, has the potential to encourage institutional and general Australian investment into all of Volcan's bauxite projects.
The transfer of the interests of the tenements from Volcan into AGV will be in return for AGV issuing to Volcan 65 million AGV shares and 65 million 5 year options exercisable at 5 cents, together with a royalty to Volcan of $1 per ton on production from the tenements.
AGV will require shareholder approval to complete the acquisition as there are common directors across the AGV and Volcan boards and two of the common directors hold controlling interests in both companies.
The process for AGV shareholder approval is anticipated to take approximately 2-3 months.
Pnina Feldman, Volcan's chairperson said: "It is opportune that a synergy can be created between these two companies, especially as AGV has diversified Australian mineral assets, is listed with ready access to the Australian public and institutional markets, and Volcan's assets are all Australian based. This synergy should bring much success to both companies and should enable the fast tracking of the development of Volcan's vast bauxite project holdings."
For further information on Volcan Holdings please visit www.volcanholdings.com, or email Sholom Feldman, Volcan's Managing Director at firstname.lastname@example.org or call Dan Myers on +1-516-849-9119.
Safe Harbor Statement:
This press release contains certain forward-looking statements. Such statements may be preceded by the words "intends," "may," "will," "plans," "expects," "anticipates," "projects," "predicts," "estimates," "aims," "believes," "hopes," "potential" or similar words. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company's control, and cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, those risks and uncertainties set forth in the company's filings with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K/A filed with the SEC on January 15, 2010. Investors and security holders are urged to read this document free of charge on the SEC's web site at www.sec.gov. The Company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.
SOURCE Volcan Holdings, Inc.