N R re: sale of shares of Simberi
NEWS RELEASE TRANSMITTED BY CCNMatthews
FOR: PGM Ventures Corporation
TSX VENTURE SYMBOL: PPG
June 30, 2005
PGM Ventures Corporation : Sale of Shares of Simberi Gold Corporation
TORONTO, ONTARIO--(CCNMatthews - June 30, 2005) - PGM Ventures Corporation
("PGM")(TSX VENTURE:PPG) announces that it has entered into an agreement to
sell to Michael Newbury (the "Purchaser") through a private transaction
10,000,000 common shares (the "Purchased Shares") in the capital of Simberi
Gold Corporation (the "Corporation") representing 10.6% of the issued and
outstanding common shares of the Corporation. The Purchaser agreed to acquire
the common shares at a price of $0.04 per Purchased Share or an aggregate
purchase price of $400,000. The Purchaser is acquiring the Purchased Shares on
behalf of himself and five other persons (the "Joint Participants"). The
closing date for the acquisition is expected to be within seven business days.
PGM has also agreed to sell to Porphyry Inc., a private Ontario corporation
controlled by the Purchaser, and Porphyry has agreed to purchase from PGM at
any time during the next 12 months an additional 30,000,000 common shares (the
"Additional Shares") of the Corporation at a price, in the case of 15,000,000
of the Additional Shares, of $0.045 per share or an aggregate purchase price of
$675,000 and, in the case of the other 15,000,000 Additional Shares, of $0.05
per share or an aggregate purchase price of $750,000. The Additional Shares
represent 31.8% of the issued and outstanding common shares of the Corporation.
Until the sale of the Additional Shares is completed, PGM has agreed to enter
into a voting trust granting Porphyry the right to exercise all voting rights
attaching to the Additional Shares.
Upon completion of the sale of the Purchased Shares, PGM will own or control an
aggregate of 30,000,000 common shares of the Corporation representing 31.8% of
the outstanding common shares of the Corporation. Upon completion of the sale
of the Additional Shares, PGM will no longer own any shares of the Corporation.
PGM has sold the Purchased Shares and has agreed to sell the Additional Shares
in order to focus its resources on the development of its project in Spain. PGM
has no present intention of acquiring any additional shares of the Corporation.
These transactions are subject to the conclusion of definitive agreements and
applicable regulatory approval.
PGM intends to file a report describing the above transaction with applicable
regulators, a copy of which shall be sent promptly to anyone who requests it
from the persons noted below. PGM's address is 56 Temperance Street, 4th Floor,
Toronto, ON M5H 3V5.
This press release includes certain "Forward-Looking Statements" within the
meaning of the US Private Securities Reform Act of 1995. Other than statements
of historical fact, all statements are "Forward-Looking Statements" that
involve such various known and unknown risks, uncertainties and other factors.
There can be no assurance that such statements will prove accurate. Results and
future events could differ materially from those anticipated in such
statements. Readers of this press release are cautioned not to place undue
reliance on these "Forward-Looking Statements". All dollar amounts are Canadian
dollars unless otherwise noted.
- 30 -
FOR FURTHER INFORMATION PLEASE CONTACT:
PGM Ventures Corporation
Norman Brewster
(416) 815-8666
The TSX Venture Exchange Inc. has neither approved nor disapproved the
information herein contained.
INDUSTRY: MNG - Mining
SUBJECT: STK - STOCK/OTHER MARKET NEWS
FOR: PGM Ventures Corporation
TSX VENTURE SYMBOL: PPG