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/NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN,
INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION/
/THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM
INTENTION TO MAKE AN OFFER UNDER THE IRISH TAKEOVER RULES/
TORONTO, Dec. 11, 2013 /CNW/ - Almonty Industries Inc. ("Almonty" or the
"Company") (TSXV: AII) announces that it has entered into a Memorandum
of Understanding ( the "MOU") with Global Tungsten & Powders Corp. ("GTP") for up to US$20.0 million in financing ( the "Financing") for the acquisition/build-out of, and an off-take commitment ( the "Off-Take Commitment") for a portion of the output of, Almonty's next tungsten project.
Almonty is currently evaluating several potential tungsten mining
projects that are at various stages of due diligence. No definitive
agreements have been reached on any of the opportunities currently
being evaluated by Almonty. Definitive terms of the Financing and
Off-Take Commitment will be finalized once Almonty has reached a
definitive agreement to acquire its next tungsten mining project.
Lewis Black, Chief Executive Officer of Almonty commented, "We are
pleased to have been able to have reached an understanding with GTP,
one of the world's largest consumers of tungsten concentrate, with
respect its willingness to back Almonty with up to $20.0 million in
financing and a commitment to purchase a portion of the output of the
next tungsten mine Almonty brings into production. This MOU and
Off-Take Commitment demonstrates GTP's faith in the Almonty team's
ability to deliver reliable sources of tungsten concentrate supply from
current and future projects. Almonty looks forward to partnering with
GTP on the next tungsten mining project we bring into production."
About Almonty
The principal business of Toronto, Canada based Almonty Industries Inc.
(TSX-V: AII) is the mining, processing and shipping of tungsten
concentrate from its tungsten mine at the Los Santos Project. The Los
Santos Project was acquired by Almonty in September 2011. The mine was
originally opened in 2008 and commissioned in July 2010 by its former
owner. The Los Santos Project is located approximately 50 kilometres
from Salamanca in western Spain and produces tungsten concentrate.
Almonty also has an option to acquire a 100% ownership interest in the
Valtraxial tin-tungsten project in north western Spain.
Neither 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.
This announcement is not intended to, and does not, constitute or form
part of (i) an offer or invitation to purchase or otherwise acquire,
subscribe for, tender, exchange, sell or otherwise dispose of any
securities, (ii) the solicitation of an offer or invitation to purchase
or otherwise acquire, subscribe for, tender, exchange, sell or
otherwise dispose of any securities, or (iii) the solicitation of any
vote or approval in any jurisdiction, pursuant to this announcement or
otherwise.
The directors of Almonty accept responsibility for the information
contained in this announcement, save that the only responsibility
accepted by the directors of Almonty in respect of the information in
this announcement relating to Ormonde, the Board of Ormonde and the
persons connected with them, which has been compiled from published
sources, has been to ensure that such information has been correctly
and fairly reproduced or presented (and no steps have been taken by the
directors of Almonty to verify this information). To the best of the
knowledge and belief of the directors of Almonty (having taken all
reasonable care to ensure that such is the case), the information
contained in this announcement for which they accept responsibility is
in accordance with the facts and does not omit anything likely to
affect the import of such information.
Rule 8 - Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Irish Takeover Panel Act, 1997,
Takeover Rules 2007, as amended (the "Irish Takeover Rules"), if any
person is, or becomes, 'interested' (directly or indirectly) in, 1
percent, or more of any class of 'relevant securities' of Ormonde or
Almonty, all 'dealings' in any 'relevant securities' of Ormonde or
Almonty (including by means of an option in respect of, or a derivative
referenced to, any such 'relevant securities') must be publicly
disclosed by not later than 3:30 p.m. (Dublin time) on the business day
following the date of the relevant transaction. This requirement will
continue until the date on which any Possible Offer becomes effective
or on which the 'Offer period' otherwise ends. If two or more persons
co-operate on the basis of any agreement, either express or tacit,
either oral or written, to acquire an 'interest' in 'relevant
securities' of Ormonde or Almonty, they will be deemed to be a single
person for the purpose of Rule 8.3 of the Irish Takeover Rules.
Under the provisions of Rule 8.1 of the Irish Takeover Rules, all
'dealings' in 'relevant securities' of Ormonde by Almonty or 'relevant
securities' of Almonty by Ormonde, or by any of their respective
'associates' must also be disclosed by no later than 12 noon (Dublin
time) on the business day following the date of the relevant
transaction.
A disclosure table, giving details of the companies in whose 'relevant
securities' 'dealings' should be disclosed can be found on the Panel's
website at www.irishtakeoverpanel.ie.
'Interests in securities' arise, in summary, when a person has long
economic exposure, whether conditional or absolute, to changes in the
price of securities. In particular, a person will be treated as having
an 'interest' by virtue of the ownership or control of securities, or
by virtue of any option in respect of, or derivative referenced to,
securities.
Terms in quotation marks are defined in the Irish Takeover Rules, which
can also be found on the Irish Takeover Panel's website. If you are in
any doubt as to whether or not you are required to disclose a dealing
under Rule 8, please consult the Panel's website at www.irishtakeoverpanel.ie or contact the Panel on telephone number +353 1 678 9020; fax number
+353 1 678 9289.
The distribution of this announcement in or into certain jurisdictions
may be restricted by the laws of those jurisdictions. Accordingly,
copies of this announcement are not being, and must not be, mailed or
otherwise forwarded, distributed or sent in, into or from any
jurisdiction where it would be unlawful to do so. Persons receiving
such documents (including, without limitation, nominees, trustees and
custodians) should observe these restrictions. Failure to do so may
constitute a violation of the securities laws of any such jurisdiction.
Disclaimer for Forward-Looking Information
When used in this press release, the words "estimate", "project",
"belief", "anticipate", "intend", "expect", "plan", "predict", "may" or
"should" and the negative of these words or such variations thereon or
comparable terminology are intended to identify forward-looking
statements and information. This press release contains forward-looking
statements and information including, without limitation, project
development, financing and off-take commitment. These statements and
information are based on management's beliefs, estimates and opinions
on the date that statements are made and reflect Almonty's current
expectations.
The forward-looking statements and information in this press release
include information relating to the intentions of management. Such
statements and information reflect the current view of Almonty with
respect to risks and uncertainties that may cause actual results to
differ materially from those contemplated in those forward-looking
statements and information. By their nature, forward-looking
statements involve known and unknown risks, uncertainties and other
factors and assumptions which may cause actual results, performance or
achievements, or other future events, to be materially different from
any future results, performance or achievements expressed or implied by
such forward-looking statements.
Investors are cautioned against attributing undue certainty to
forward-looking statements. Almonty cautions that the foregoing list of
material factors is not exhaustive. When relying on Almonty's
forward-looking statements and information to make decisions, investors
and others should carefully consider the foregoing factors and other
uncertainties and potential events.
Almonty has also assumed that material factors will not cause any
forward-looking statements and information to differ materially from
actual results or events. However, the list of these factors is not
exhaustive and is subject to change and there can be no assurance that
such assumptions will reflect the actual outcome of such items or
factors.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS PRESS RELEASE
REPRESENTS THE EXPECTATIONS OF ALMONTY AS OF THE DATE OF THIS PRESS
RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS
SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND
SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE
ALMONTY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION
AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE
LAWS.
SOURCE Almonty Industries Inc.
