VANCOUVER, BC / April 17, 2014 / Nevada Clean Magnesium, Inc. (TSXV: NVM; Frankfurt-M1V; OTC Pink Sheets: MLYFF) (the "Company") today announced that following further discussions, the Company has revised terms of its originally announced Joint Venture terms with ScanMag AS of Norway.
The renegotiated terms are as follows:
-5 million USD total contribution from ScanMag AS to Nevada Clean Magnesium (NCM)
-$150 thousand USD advance upon signing the JV as operating capital to NCM, while ScanMag completes its financing
-An additional 2% undiluted interest of ScanMag AS to NCM for a total of 7% of ScanMag
-ScanMag's initial interest in the Tami-Mosi Project will be 40%
-Upon NCM receiving the $5 million USD investment, ScanMag will receive 19% of equity shares of NCM
-ScanMag will have access to the NCM Technical Staff by way of the signing of a technical agreement between the two companies for ScanMag's facility development in Glomfjord, Norway.
Nevada Clean will have the right to either agree to an extension or terminate the agreement if the total $5 million USD payment is not received by October 15, 2014.
As a point of clarification per the "Binding Letter of Agreement" previously announced, ScanMag AS has agreed not to purchase NCM common stock on the open market until such time as the Joint Venture Agreement has been finalized.
The board of directors of both companies have approved the new terms of the Joint Venture terms and the form of agreement is currently is under review by ScanMag's attorneys. Notwithstanding any unexpected delays, the final execution of the Joint Venture Agreement is expected to occur in May.
The original Joint Venture terms were announced in a news release dated October 15, 2013 and can be viewed on the Company website.
"We at ScanMag consider it very important to find the right projects and pick the right partners to help us succeed. With our planned Glomfjord magnesium plant project paired with Nevada Clean Magnesium as our partner, we are confident that this JV will allow us to combine and leverage resources, eliminate redundancies and mutually exchange knowledge. This partnership provides us with the strength and support necessary to resolve technical and manufacturing challenges, which in turn allow us to effectively establish the plant, promote job creation and create economic benefits for the region," stated Lothar Maruhn, CEO of ScanMag AS.
"We have worked very hard to come to terms on the JV Agreement and while the discussions between our two parties have been extensive, it was well worth the work. This partnership provides our technical staff with the platform to develop and operate the process within their facility, which will significantly lower the technical and investment risks associated with the development of the Tami-Mosi Project. This will be a very exciting time for not only both companies, but for the shareholders of Nevada Clean Magnesium as well. I look forward to what the future holds for our two companies," commented Edward Lee, CEO of Nevada Clean Magnesium.
The Joint Venture transaction with ScanMag remains subject to TSX Venture Exchange approval.
About Nevada Clean Magnesium, Inc.
Nevada Clean Magnesium is focused on becoming a major U.S. producer and distributor of primary, high grade, low cost magnesium extracted from its 100% owned Tami-Mosi property located in North Central Nevada. Based on the Company's NI 43-101 Preliminary Economic Assessment Report published in late 2011, the Tami-Mosi Project has an inferred resource of 412 million tonnes with an average grade of 12.3% Mg for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade contained within a high purity dolomite block. For more information, please visit www.nevadacmi.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Statements
Statements in this news release that are not historical facts are forward-looking statements that are subject to risks and uncertainties. Forward-looking statements in this news release include statements about the closing a joint venture and private placement.
Actual results may differ materially from those currently anticipated due to a number of factors, including that we may not be able to agree on final terms with ScanMag, that ScanMag may not raise the necessary funds to invest, that the Company's dolomite reserves may not mined because of technical, regulatory, financing or other obstacles, the market price for magnesium may make our resources uneconomic, and other risks associated with being a mineral exploration and development company. These forward-looking statements are made as of the date of this news release and, except as required by applicable laws, the Company assumes no obligation to update these forward-looking statements, or to update the reasons why actual results differed from those projected in the forward-looking statements.
SOURCE: Nevada Clean Magnesium, Inc.
Release ID: 40867