Adex Mining Inc. ("Adex" or the "Company") (TSX VENTURE: ADE) is
pleased to announce that Great Harvest Canadian Investment Company
Limited ("Great Harvest") has exercised in full the 40,000,000
Series A Warrants held by it and was, as a result, issued an
additional 40,000,000 Common Shares for an aggregate subscription
price of $7,200,000. The proceeds from the exercise of the Series A
Warrants will be used by Adex to advance its Mount Pleasant project
and for general and corporate purposes.
The Series A Warrants were acquired by Great Harvest as part of
its purchase on October 19, 2010 of 40,000,000 Units from the
Company at a price of $0.12 per Unit for an aggregate subscription
price of $4,800,000. Each Unit was comprised of one Common Share of
the Company and one Series A Warrant. Each Series A Warrant
entitled the holder thereof to acquire one Common Share of the
Company at an exercise price of $0.18 per Common Share at any time
at or prior to 5:00 p.m. (Toronto time) on the earlier of (i)
October 19, 2011, and (ii) the 30th day following the delivery by
the Corporation to Great Harvest of the report of the results of a
definitive feasibility study (the "Feasibility Study") on the
commencement of mining operations at either or both of the North
Zone or the Fire Tower Zone of the Mount Pleasant Mine property
(the "Property") of the Corporation.
As a result of the exercise of the Series A Warrants, Great
Harvest now holds 80,000,000 Common Shares of Adex representing
approximately 45.14% of the issued and outstanding Common Shares of
Adex.
As part of the transaction pursuant to which it acquired the
Units referred to above, Great Harvest was also issued a right (the
"Share Purchase Right") which will become exercisable in certain
circumstances to purchase up to 60,000,000 additional Common Shares
of the Company, exercisable within 40 days of the Share Purchase
Right becoming exercisable in respect of any Common Shares.
Subject to (i) the results of the Feasibility Study being
satisfactory to Great Harvest, and (ii) the then capital
requirements of the Company as determined at the relevant time by
the board of directors of the Company, Great Harvest has agreed to
provide or arrange for the provision to the Company of loan
financing in an aggregate amount of up to $50,000,000 to be used
for the commercial development of the Property, on such terms and
conditions as may be agreed upon between the Corporation and the
relevant financier(s) as set out in the formal financing
documentation entered into between them. Great Harvest has the
Share Purchase Right, to the extent that the aforesaid loan(s) in
an aggregate minimum amount of $10 million are made available by
Great Harvest or a third party financier(s) arranged for by Great
Harvest to be drawn down by the Corporation on or before the date
which is 180 days following the delivery to Great Harvest by the
Company of the report of the results of the Feasibility Study, to
purchase 1.2 fully paid and non-assessable Common Shares for each
dollar made available for drawdown under such loan(s) on the
relevant drawdown date to the extent that the drawdown date is on
or before the date which is one year following the delivery to
Great Harvest by the Company of the report of the results of the
Feasibility Study.
The Common Shares issuable pursuant to the Share Purchase Right
will be issuable at a price per Common Share (the "Discounted
Exercise Price") equal to the weighted average trading price of the
Common Shares on the TSX Venture Exchange (the "Exchange") for the
five consecutive trading days ending on the last trading day
immediately prior to the relevant Drawdown Date, less the maximum
discount therefrom permitted by the Exchange.
Great Harvest is controlled by Yan Kim Po and his wife, Linda
Lam Kwan, each of whom is a director of the Corporation. The
Corporation previously agreed to, as soon as practicable after the
exercise in full by Great Harvest of the Series A Warrants, to use
its reasonable commercial efforts to (i) cause one existing
director of the Corporation (other than Yan Kim Po and Linda Lam
Kwan) to resign as a director of the Corporation, and (ii) cause to
be appointed as a director to fill the vacancy created by such
resignation one person nominated by Great Harvest. It is intended
that a director will be proposed for election at the annual and
special meeting of shareholders of Adex scheduled to be held on
June 17, 2011 in order to comply with this agreement.
The Corporation also announced the departure of J. Errol Farr as
the President and Chief Executive Officer of Adex effective today.
While the Corporation has reached an agreement in principle with
Mr. Farr concerning his departure, the final terms have not been
finalized. It is, however, expected that Mr. Farr will act as a
consultant to Adex for a period of one year. Alan T. Marshall, the
Chairman of the Board of the Company stated that, "Errol has been a
director and officer Adex since 1998 and was instrumental in
maintaining Adex and the Mount Pleasant property, reactivating Adex
and obtaining a listing of the Company's Common Shares on the TSX
Venture Exchange in 2007 and moving the Mount Pleasant project
forward to where it is today, on the cusp of the preparation of a
definitive feasibility study of the North Zone of the Property. On
behalf of the board of directors and the management team of Adex, I
would like to thank Errol for the significant contributions he has
made during his tenure at Adex."
Adex will immediately commence a search for a replacement for
Mr. Farr who has experience in mine development and mineral
production. While such search is ongoing, Linda Lam Kwan will act
as the interim President and Chief Executive Officer of Adex. Ms.
Lam Kwan is an entrepreneur with over 10 years experience in the
mining and steel industry and over eight years experience in the
marine transportation industry. She is the director of the Great
Harvest group principally responsible for its holdings in the
mining industry. She is also a director and the Chief Executive
Officer of Great Harvest Maeta Group Holdings Limited which is
listed on the Main Board of The Stock Exchange of Hong Kong
Limited. Ms. Lam is also primarily responsible for the day-to-day
management and overall business operations of the Great Harvest
group and Great Harvest Maeta Group Holdings Limited, as well as
their finance and administrative management functions. She is also
a director of Pok Oi Hospital in Hong Kong and a fellow of the Hong
Kong Institute of Directors.
ABOUT ADEX
Adex Mining Inc. is a Canadian junior mining company with an
experienced management team. The Company is focused on developing
its flagship Mount Pleasant Mine Property, a multi-metal project
that is host to promising tungsten-molybdenum and tin-indium-zinc
mineralization. Located in Charlotte County, New Brunswick, the
Mount Pleasant Mine Property is 80 kilometres south of Fredericton,
the provincial capital, and 65 kilometres from the United States
border. The common shares of Adex trade on the TSX Venture Exchange
under the stock symbol "ADE".
No securities commission or regulatory authority has approved or
disapproved the contents of this press release.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute
"forward-looking" statements which involve known and unknown risks,
uncertainties and other factors which may cause actual results,
performance or achievements of Adex, its subsidiary or the industry
in which they operate to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. When used in this press release, the
words "estimate", "believe", "anticipate", "intend", "expect",
"plan", "may", "should", "will", the negative thereof or other
variations thereon or comparable terminology are intended to
identify forward-looking statements. Such statements reflect the
current expectations of the management of Adex with respect to
future events based on currently available information and are
subject to risks and uncertainties that could cause actual results,
performance or achievements to differ materially from those
expressed or implied by those forward-looking statements. These
risks and uncertainties are detailed from time to time, including,
without limitation, under the heading "Risk Factors", in reports
filed by Adex with the Alberta, British Columbia and Ontario
Securities Commissions which are available at www.sedar.com and to
which readers of this press release are referred for additional
information concerning Adex, its prospects and the risks and
uncertainties relating to Adex and its prospects. New risk factors
may arise from time to time and it is not possible for management
to predict all of those risk factors or the extent to which any
factor or combination of factors may cause actual results,
performance and achievements of Adex to be materially different
from those contained in forward-looking statements. Although the
forward-looking statements contained in this press release are
based upon what management believes to be reasonable assumptions,
Adex cannot assure investors that actual results will be consistent
with these forward-looking statements. Given these risks and
uncertainties, investors should not place undue reliance on
forward-looking statements as a prediction of actual results.
The forward-looking information contained in this press release
is current only as of the date of the press release. Adex does not
undertake or assume any obligation to release publicly any
revisions to these forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events, except as required by law.
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.
Contacts: Adex Mining Inc. William C. Burton Chief Financial
Officer 1-866-508-2339 (ADEX) investorrelations@adexmining.com
www.adexmining.com
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