Mr. Gary Arca of American Conslidated reports

STARCORE INTERNATIONAL TO ACQUIRE AMERICAN CONSOLIDATED MINERALS IN ALL-SHARE TRANSACTION

Starcore International Mines Ltd. and American Consolidated Minerals Corp. have signed a definitive arrangement agreement, whereby Starcore would acquire all of the outstanding securities of AJC in an all-share transaction to be completed pursuant to a court-approved plan of arrangement under the Business Corporations Act (British Columbia).

Under the terms of the planned acquisition, each AJC shareholder would receive one Starcore common share for every three AJC common shares held.

AJC is a Vancouver-based mineral exploration company with three exploration projects located in the United States and Mexico.

Acquisition terms

Full details of the planned acquisition will be included in an AJC management information circular expected to be mailed to its shareholders in October, 2014, in advance of a special meeting of shareholders to be held on or before Nov. 20, 2014. The circular will be available for download on SEDAR.

Prior to entering into the agreement, all AJC options were cancelled, and, as of the date of the agreement, there are no AJC options outstanding. As of the effective date of the transaction, all outstanding AJC warrants will remain outstanding, and will continue to be governed by the terms and provisions of the warrant certificates; however, the holder will be entitled to receive Starcore common shares upon their exercise. Following completion of the transaction, AJC shareholders will hold approximately 3.92 per cent of the outstanding common shares of Starcore.

Approvals required

Completion of the transaction is subject to the approval of AJC shareholders by way of special resolution, being at least two-thirds of the votes cast by the holders of AJC common shares.

The transaction will also be subject to the satisfaction of customary closing conditions and deliveries, including the approval of the Supreme Court of British Columbia, the Toronto Stock Exchange and the TSX Venture Exchange, and that there is no material adverse change to either AJC or Starcore prior to completion of the transaction. A copy of the agreement will be filed on SEDAR.

Deal protection measures

The agreement includes deal protection provisions in favour of Starcore, including a non-solicitation covenant from AJC (except for certain unsolicited approaches) and a break fee of $200,000 if, following an unsolicited superior proposal, AJC wishes to terminate the agreement and pursue that proposal. However, if an unsolicited, superior proposal is to be pursued by AJC, Starcore has a customary five-day right to match such a proposal.

Voting lock-up agreements

Officers and directors of AJC have entered into voting support and lock-up agreements, totalling approximately 21.7 per cent of the AJC common shares, by which they have agreed to certain lock-up provisions in respect of their shares and to vote their AJC shares in favour of the proposed transaction.

Board approvals

The boards of directors of both companies have determined that the proposed transaction is in the best interests of their respective companies based on a number of factors, and the independent directors of both companies have approved the proposed transaction. Officers and directors of Starcore hold in aggregate 2,038,391 AJC common shares and have agreed to vote in favour of the transaction.

We seek Safe Harbor.