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Wallbridge Announces Proposed Miocene/Carube Merger

TORONTO , Nov. 26, 2013 /CNW/ - Wallbridge Mining Company Limited (TSX: WM, FWB: WC7) ("...

articleWallbridge Mining Co. Ltd.November 26, 20134/company/wallbridge-mining/news/wallbridge-announces-proposed-miocenecarube-merger
Wallbridge Announces Proposed Miocene/Carube Merger

About this update from Wallbridge Mining Co. Ltd.

[{"type":"text","content":"\n\n\nTORONTO, Nov. 26, 2013 /CNW/ - Wallbridge Mining Company Limited (TSX: WM, FWB: WC7) (\"Wallbridge\") today announced that as the controlling shareholder of Miocene Metals\n Limited (\"Miocene\") it has agreed to support the proposed business combination (\"the Combination\") between Miocene Metals Limited and Carube Resources Inc. (\"Carube\"), a private mineral exploration company.  Wallbridge currently owns\n 40.5% of Miocene's issued shares. The proposed Combination is subject\n to each of Carube and Miocene fulfilling a number of conditions\n precedent, and obtaining the requisite shareholder and regulatory\n approvals, as described in Miocene's press release of today's date and\n summarized below. Upon completion of the Combination, Wallbridge will\n be the largest shareholder of the resulting combined issuer owning\n approximately 17% of the resulting combined shares.\n\n\nCommenting on the proposed Combination, Marz Kord, President and CEO of\n Wallbridge stated, \"While we believe in the exploration potential of\n our southwestern British Columbia copper-gold exploration properties,\n this Combination adds to those assets Carube's six exploration licences\n in Jamaica, on which work to date has indicated excellent potential for\n one or more porphyry copper-gold systems. Not only that, but\n exploration in Jamaica is funded for the foreseeable future by the\n proposed joint venture with OZ Minerals.\"\n\n\nCertain of the key provisions of Miocene's press release are as follows:\n\n\n\"Miocene Metals Limited (TSXV:MII) (the \"Corporation\" or \"Miocene\"), a company listed on the TSX Venture Exchange (the \"TSXV\") today reported that it has signed a Heads of Agreement (\"HOA\") with Carube Resources Inc. (\"Carube\"), a private mineral exploration company incorporated under the laws of\n the Province of Ontario, that will lead to a business combination of\n the two companies (the \"Combination\"). The terms of the HOA and completion of the Combination will require\n fulfilment of certain conditions precedent, including but not limited\n to, satisfactory due diligence, execution of a definitive agreement and\n receipt of all necessary regulatory, third party and shareholder\n approvals. The final structure of the Combination will be determined\n after each of Miocene and Carube have had an opportunity to consi...

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