Maximus and NFX Announce Maximus' Vesting in Larder Lake Gold Project
August 14 2008 - 8:40AM
Marketwired
Maximus Ventures Ltd. ("Maximus") (TSX VENTURE: MXV) and NFX Gold
Inc. ("NFX") (TSX VENTURE: NFX) are pleased to announce that
Maximus has completed its earn-in of a 60% interest in the
Cheminis, Bear Lake and Fernland projects and a 45% interest in the
Barber Larder project, which together comprise the Larder Lake Gold
Project located in northeastern Ontario. NFX retains a 40% and 55%
interest, respectively, in these projects.
"The vesting by Maximus of its ownership in the Larder Lake Gold
Project was a crucial step leading to the decision to combine NFX
and Maximus" said Francois Viens, President and CEO of Maximus.
Larder Lake Gold Project
The Larder Lake Gold Project covers a seven-kilometer strike
length of the Cadillac-Larder Lake break, a prolific gold-bearing
structure. The Larder Lake Gold Project lies two kilometers west of
the former Kerr Addison Mine, a world class past producer of
approximately 11 million ounces of gold between 1938 and 1996. In
2007, Maximus discovered a significant new zone of gold
mineralization at Bear Lake, where drill holes intercepted
significant gold mineralization of both the "flow" and "carbonate"
types, the former being the major host of gold at the Kerr-Addison
Mine. In 2008, Maximus continues an aggressive 43,000 meter drill
program started in 2007, designed to expand the Bear Lake
mineralized zone and to explore additional promising targets along
strike. Three diamond drills are currently active at the Bear Lake
project.
Under the terms of the option agreement between Maximus and NFX,
Maximus had the right to earn a 60% interest in NFX's 100% interest
in the Cheminis, Bear Lake and Fernland projects and its then 75%
interest in the Barber Larder project by incurring a total of $6
million in exploration expenditures by December 31, 2008. This
expenditure requirement was met as of June 30, 2008. NFX has
reviewed and approved Maximus' expenditure obligations.
NFX-Maximus Merger
As announced on June 13 and July 29, 2008, Maximus and NFX have
entered into a definitive arrangement agreement providing for the
acquisition by NFX of all outstanding common shares of Maximus (the
"Business Combination") in consideration of which each shareholder
of Maximus will receive one (1) common share of NFX pursuant to a
plan of arrangement under the Business Corporations Act (British
Columbia) (the "Arrangement"). Currently, Maximus has approximately
74 million common shares issued and outstanding while NFX has
approximately 53 million common shares issued and outstanding.
Based on the one for one share exchange ratio, the Maximus and NFX
shareholders will own approximately 58% and 42%, respectively, of
the combined common shares outstanding. The Arrangement must be
approved by two-thirds of the votes cast by shareholders present
and voting at the special meeting of Maximus shareholders called to
consider the Arrangement.
"The combined company will be larger and better positioned to
exploit the tremendous upside potential of the Larder Lake Gold
Project", Mr. Viens added.
NFX will hold a special meeting (the "NFX Meeting") of its
shareholders to consider, among other things, the issuance of the
shares to the Maximus shareholders as consideration for the
Arrangement and a two (2) for one (1) consolidation of the common
shares of NFX following the closing of the Arrangement (the "Share
Consolidation"), subject to the board of directors' discretionary
authority to implement the Share Consolidation. Upon the closing of
the Business Combination, approximately 127,966,114 common shares
of NFX will be issued and outstanding, with a further 17,860,466
common shares reserved for issuance upon exercise of outstanding
options and warrants. Assuming completion of the Share
Consolidation, the number of common shares of NFX outstanding at
such time will be half the number of such outstanding common shares
immediately prior to the Share Consolidation. The Share
Consolidation is subject to the approval of the TSX Venture
Exchange and of two-thirds of the votes cast by shareholders
present and voting at the NFX Meeting.
Maximus and NFX currently expect to hold their respective
shareholder meetings on September 11, 2008 and to close the
transaction on or about September 16, 2008.
The completion of the Business Combination is subject to the
approval of the Supreme Court of British Columbia, the TSX Venture
Exchange and all applicable regulatory authorities, and is further
subject to other customary conditions set out in the arrangement
agreement.
Forward-looking Statements
This news release contains certain "forward-looking statements".
All statements, other than statements of historical fact, that
address activities, events or developments that Maximus and NFX
believes, expects or anticipates will or may occur in the future,
are forward-looking statements. These forward-looking statements
reflect the current internal projections, expectations or beliefs
of management of Maximus and NFX based on information currently
available to them. Forward-looking statements are subject to a
number of known and unknown risks and uncertainties beyond Maximus
and NFX's control including uncertainties related to the completion
of the proposed business combination, potential mineralization,
exploration results, completion of work program, and availability
of equipment necessary for the drilling program and future plans
and objectives of the companies. Resource exploration, development
and operations are highly speculative, characterized by a number of
significant risks, which even a combination of careful evaluation,
experience and knowledge may not eliminate, including, among other
things, unprofitable efforts resulting not only from the failure to
discover mineral resources but from finding mineral deposits which,
though present, are insufficient in quantity and quality to return
a profit from production. There can be no assurance that such
statements will prove to be accurate and actual results could
differ materially from those suggested by these forward-looking
statements for various reasons discussed from time to time in
filings made by the companies with securities regulatory
authorities. All forward-looking statements herein are qualified by
this cautionary statement. Accordingly, readers should not place
undue reliance on forward-looking statements. Maximus and NFX
undertakes no obligation to update publicly or otherwise revise any
forward-looking statements, except as may be required by law.
The TSX Venture Exchange does not accept responsibility for the
adequacy or accuracy of this release.
Contacts: Maximus Ventures Ltd. Francois Viens President and CEO
450-677-1009 450-677-2601 (FAX) www.maximusventures.com Maximus
Ventures Ltd. Gerri Paxton/Louise Quinn Investor Relations
450-677-2054/677-3523 gpaxton@maximusventures.com
lquinn@maximusventures.com NFX Gold Inc. Thomas G. Larsen President
and CEO 416-360-8006 / Toll Free: 800-360-8006 416-361-1333 (FAX)
www.nfxgold.com
Maximus Ventures Ltd Com Npv (TSXV:MXV)
Historical Stock Chart
From Aug 2024 to Sep 2024
Maximus Ventures Ltd Com Npv (TSXV:MXV)
Historical Stock Chart
From Sep 2023 to Sep 2024