Business
Search Minerals announces reverse takeover acquisition of Mineração São Francisco de Assis Ltda.
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR PUBLICATION, DISTRIBUTI...
About this update from Search Minerals Inc.
[{"type":"text","content":"\n\n\n/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR\n PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN\n WHOLE OR IN PART, IN OR INTO THE UNITED STATES./\n\n\nTORONTO, Jan. 27, 2014 /CNW/ - Search Minerals Inc. (\"Search\" or the \"Company\") (TSXV: SMY) is pleased to announce that it has entered into a definitive\n share purchase agreement dated January 22, 2014 (the \"Share Purchase Agreement\") with Brasilis Kaduna Consultoria e Participações Ltda. (\"Kaduna\") and MS Marpin Consultoria e Participações Ltda. (\"Marpin\" and, together with Kaduna, the \"Vendors\"), which sets forth the terms and conditions pursuant to which Search\n will acquire 100% of the issued and outstanding quotas of Mineração São\n Francisco de Assis Ltda. (\"MSFA\") and which will result in a reverse take-over of Search by the Vendors\n (the \"Transaction\").\n\n\nPursuant to the Share Purchase Agreement, Search will acquire 100% of\n the outstanding quotas of MSFA in exchange for an aggregate of\n 135,000,000 common shares of Search (the \"Search Shares\") (on a pre-Consolidation basis) at a deemed price of $0.055 per Search\n Share (on a pre-Consolidation basis) to be issued to the Vendors on the\n closing date. After giving effect to the Transaction, but without\n giving effect to the Private Placement (as described below), it is\n expected that the Vendors will hold approximately 61.3% of the issued\n and outstanding Search Shares; consequently, the Transaction\n constitutes a reverse take-over of Search pursuant to TSX Venture\n Exchange Policy 5.2 - Change of Business and Reverse Takeovers.\n\n\nStephen Keith, President and Chief Executive Officer of Search,\n commented: \"We are very pleased to announce the signing of this\n definitive agreement. This acquisition demonstrates that Search is able\n to execute strategic transactions in difficult financial markets and\n this transaction is the first step towards the implementation of our\n business plan to become a consolidator of tin assets in Brazil. MSFA's\n Mocambo Mine, soon to be part of Search, is a producing tin asset with\n multiple exploration and development targets, including prospective\n areas of tungsten mineralization. I believe that, in addition to the\n change of Search's profile from pure exploration to pr...