Editors Note: There is a photo associated with this release.
Augustine Gold and Copper Limited (TSX:SAU) ("St. Augustine" or
the "Company") and Nationwide Development Corporation ("Nadecor")
announced that they have reached a major milestone with the
handover by St. Augustine to Nadecor of the Benguet Settlement
Documents, which finalized the settlement with Benguet Mining
Corporation ("Benguet") for sale of its operating rights in the
King-king Copper-Gold Project in Pantukan, Compostela Valley
Province in the Philippines.
With the settlement completed and turned over by St. Augustine
to Nadecor, this gives the joint venture clear title to the
King-king Project. The clear title facilitates Nadecor's ability to
assign the King-king Project MPSA to the joint venture mining
company, and finalizes St. Augustine's equity as the joint venture
partner. It also provides a corporate structure within which the
project can operate as it moves forward in development.
"We are very pleased to have reached this watershed event in the
project and our partnership," said Andrew J. Russell, President of
St. Augustine. "With this turnover, we begin the joint venture
phase of development and cooperation between Nadecor and St.
Augustine, which will directly benefit thousands of Filipinos and
be a big boost to the Philippine economy."
For his part, Nadecor President Conrado T. Calalang praised St.
Augustine's role in the settlement and the future of the project.
"St. Augustine has been lock-step with us in the development of the
project and we are pleased, not just with the technical and
financial benefits they bring, but more importantly their
commitment to integrity and transparency in their dealings with
Nadecor and the community, which spells success for the
project."
St. Augustine reached the full and final settlement with Benguet
on August 30, 2011 for the King-king MPSA (Mineral Production
Sharing Agreement) with an amended Heads of Terms Agreement that
allowed all future payments to be settled with a single, final
payment of $10,250,000. Prior to this, St. Augustine had already
given a down payment of $8,000,000, for a total settlement package
of $18,250,000.
Under the original Heads of Terms Agreement signed in July 2010,
between Benguet and St. Augustine, through its subsidiary, St.
Augustine Mining Ltd. (SAML), Benguet agreed to a settlement with
Nadecor on outstanding issues on the King-king Project, including
the following:
-- Assign and transfer its interest in the Sagittarius Alpha Realty Corp.
claims surrounding the King-king Project to Nadecor;
-- Assign and transfer its interest in the Pantukan Mineral Corp. (PMC)
shares and operating rights in the PMC Claims surrounding the King-king
Project to Nadecor;
-- Terminate and complete the release of all of its rights, titles,
interests and claims in the Operating Agreement with Nadecor;
-- Assign or transfer all of its rights, titles, interests and claims in
the King-king MPSA to Nadecor;
-- All of Benguet's affiliates shall release, assign or transfer any other
rights, titles, interests or claims they have in respect of the King-
king Project; and
-- Complete turnover of all books, records, project information and project
samples.
Turnover of the settlement documents to Nadecor was delayed
until the issues created by dissident minority shareholder Jose
Ricafort were recently resolved by the Philippine Court of Appeals
and the Supreme Court, and the duly-elected Nadecor board led by
Mr. Calalang was clearly recognized and its authority
confirmed.
Mr. Calalang noted that the Court of Appeals decision dated 18
February, 2013 is legally binding and immediately effective, and
removes any doubt as to who is authorized to represent NADECOR as
its Board of Directors, and therefore the authority of the newly
elected Board and the Board immediately preceding it is clear. The
ruling stated:
"The Annual Stockholders' Meeting of NADECOR held on August 15,
2011 is hereby declared valid and the Board of Directors and
Officers elected thereat are declared lawfully elected. Any and all
acts of the Board of Directors elected during the August 15, 2011
NADECOR Annual Stockholders' Meeting are declared valid. ...
Likewise, the Writ of Preliminary Injunction dated June 13, 2012 is
made permanent (covering orders prohibiting the RICAFORT group from
scheduling and holding stockholders' meetings, the ratification of
rescission of agreements with St. Augustine Gold & Copper and
the election of a new board of directors)."
The challenge of dissident shareholder Jose Ricafort was thrown
out by the Court of Appeals, and the administrative complaint filed
against the Court of Appeals justices who rendered the same
decision, was dismissed by the Supreme Court by a vote of 15-0 on
February 19, 2013. We refer you to the official NADECOR website,
www.nadecor.com.ph, which features links to the full texts of the
above referenced decisions by the Philippines' highest Courts.
St. Augustine is listed on the main board of the Toronto Stock
Exchange and is run by industry leaders who have a proven record of
discovering, exploring and developing valuable mining assets around
the world. One of the largest shareholders in St. Augustine is
Queensberry Mining and Development Corporation ("Queensberry"), the
resource investment arm of the family of former Philippine Senator
Manny Villar. Following its investment of $11 million in May 2013,
Queensberry now holds 18% of St. Augustine and has the option to
increase its holding up to 32%.
King-king is one of the largest undeveloped copper-gold deposits
in the world and the second largest mining project in the
Philippines. The NI 43-101 compliant updated mineral resource
reported in a press release August 15, 2011 contains Measured
mineral resources of 120.3 million tonnes at 0.315% total copper,
0.112 soluble copper and 0.462 grams per tonne (g/t) gold, and
Indicated mineral resources of 841.9 million tonnes at 0.245% total
copper, 0.054% soluble copper, and 0.316 grams per tonne (g/t)
gold. The Inferred mineral resources are an additional 188.8
million tonnes at 0.215% total copper, 0.048% soluble copper, and
0.265 g/t gold. The Measured and Indicated mineral resource
consists of 5.4 billion pounds of contained copper and 10.3 million
troy ounces of contained gold. (The original resource Technical
Report for King-king was published in October 2010.)
NATIONAL INSTRUMENT 43-101 COMPLIANCE
Mr. James J. Moore, P.E., St. Augustine Gold and Copper Limited,
a qualified person under National Instrument 43-101 ("NI 43-101"),
has reviewed and approved the scientific and technical information
contained in this news release.
A NI 43-101 compliant technical report entitled "King-king
Copper-Gold Project Mindanao, Philippines" dated October 12, 2010,
and prepared by Michael G. Hester, FAusIMM of Independent Mining
Consultants, Inc., Donald F. Earnest, P.G., of Resource Evaluation,
Inc. and John G. Aronson of AATA International, Inc. has been filed
by the Company on www.sedar.com.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This announcement includes certain "forward-looking statements"
within the meaning of Canadian securities legislation. All
statements, other than statements of historical fact included
herein are forward-looking statements. Forward-looking statements
involve various risks and uncertainties and are based on certain
factors and assumptions. There can be no assurance that such
statements will prove to be accurate, and actual results and future
events could differ materially from those anticipated in such
statements. Important factors that could cause actual results to
differ materially from the Company's expectations include
uncertainties related to fluctuations in gold, copper and other
commodity prices and currency exchange rates; uncertainties
relating to interpretation of drill results and the geology,
continuity and grade of mineral deposits; uncertainties relating to
the completion of a bankable feasibility study; uncertainty of
estimates of capital and operating costs, recovery rates production
estimates and estimated economic return; the need for cooperation
of the Company's joint venture partner and government agencies in
the development of the Company's mineral projects; the need to
obtain additional financing to develop the Company's mineral
projects; the possibility of delay in development programs or in
construction projects and uncertainty of meeting anticipated
program milestones for the Company's mineral projects; and other
risks and uncertainties disclosed under the heading "Risk Factors"
in the Annual Information Form dated March 22, 2013, and filed with
Canadian securities regulatory authorities on the SEDAR website at
www.sedar.com.
To view the photo associated with this release, please visit the
following link:
http://www.marketwire.com/library/20130903-sau903i.jpg
Contacts: St. Augustine Gold and Copper Ltd. Kristi Harvie
Manager Investor and Corporate Affairs
509-343-3193kharvie@sagcmining.com www.sagcmining.com TMX Equicom
Marina Proskurovsky Account Manager 416-815-0700 ext.
288mproskurovsky@tmxequicom.com Nationwide Development Corporation
Atty. Leocadio S. Nitorreda Chief Operating Officer / General
Counsel +63-917-521-4178lnitorreda@kingkingproject.com
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