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Credent Capital Corp
Symbol CDT
Shares Issued 5,200,000
Recent Sedar Documents

ORIGINAL: Credent extends Elephant Copper QT closing to March 15

2013-02-08 18:46 ET - News Release

Received by email:

File: 8Feb2013.pdf

                                     CREDENT CAPITAL CORP.

    CREDENT CAPITAL CORP. PROVIDES UPDATE ON QUALIFYING TRANSACTION

   Not for distribution to United States newswire services or for release, publication, distribution or
         dissemination directly, or indirectly, in whole or in part, in or into the United States.

February 8, 2013 - Vancouver, British Columbia � Further to its news releases dated May 11, 2012
and July 19, 2012, Credent Capital Corp. (TSXV: CDT.P) ("Credent") announces that the outside date
for completion of the qualifying transaction (the "Transaction") contemplated by the share exchange
agreement dated July 18, 2012, as amended (the "Share Exchange Agreement") with Elephant Copper
Ltd. ("Elephant") has been extended to March 15, 2013 or to such other date as the parties may agree
upon in writing. The closing of the Transaction has been extended to accommodate the completion of the
financing required in connection with the Transaction.

Credent announces the closing of the acquisition (the "Acquisition") by Elephant of certain copper assets
located in Zambia pursuant to the share purchase agreement dated July 27, 2012 (the "Share Purchase
Agreement") among Elephant, African Eagle Resources plc ("AFE"), Twigg Resources Limited
("TRL") and Credent. The assets acquired by Elephant include a 100% interest in the Mokambo
exploration license, 100% interest in the Ndola exploration license and 49% interest in Mkushi Copper
Joint Ventures Ltd., a joint venture with Ratel Group Ltd. that holds a mining license in the Mkushi
copper mine. Under the terms of the Share Purchase Agreement Elephant: (i) issued and delivered
9,050,000 ordinary shares in the capital of Elephant ("Elephant Shares") to AFE and 5,950,000 Elephant
Shares to TRL; and (b) granted to AFE the right to: (i) a 2% net smelter returns royalty on production
from certain licenses ("Licenses") following commencement of commercial production; and (ii) 5% of
any gross consideration received by Elephant or Credent or any affiliate from the sale to a third party of
any of the Licenses within twelve months after closing of the Acquisition. The Acquisition closed on
November 30, 2012.

All of the current Elephant shareholders and any individuals who become Elephant shareholders as a
result of future financings will tender their Elephant Shares to Credent on closing of the Transaction in
exchange for common shares of the Resulting Issuer (as that term is defined in TSXV policies) on a 1:1
basis.

Credent also announces that it has been advised by Elephant that Elephant has decided not to pursue the
Nyimba Project and the Lunga Project and, will instead, focus fully on the Mokambo and Ndola
exploration licenses and its interest in the Mkushi mining license.

Credent is a "capital pool company" under the policies of the TSXV. Credent's common shares (the
"Credent Shares") were listed for trading on the TSXV on July 5, 2011 upon completion of Credent's
initial public offering. Trading of the Credent Shares was halted on May 11, 2012 in connection with the
announcement of the proposed Transaction and trading of the Credent Shares may not resume until after
the filing statement, to be prepared in connection with the Transaction, is accepted by the TSXV and filed
on SEDAR at www.sedar.com.

Other Information and Updates

Credent and Elephant will continue to provide further details in respect of the Transaction, in due course,
by way of press releases.
 Further Information
For further information, please contact John A. Versfelt, President and Chief Executive Officer at:
20 Sixth Street
New Westminster, BC
V3L 2Y8
Telephone: (604) 984-9959
Facsimile: (604) 983-8056


On behalf of the Board,
"John A. Versfelt"
John A. Versfelt
President and Chief Executive Officer

Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance
and, if applicable pursuant to the requirements of the TSXV, majority of the minority shareholder approval. There
can be no assurance that the Transaction or the Acquisition will be completed as proposed or at all. Investors are
cautioned that, except as disclosed in the filing statement to be prepared in connection with the Transaction, any
information released or received with respect to the Transaction may not be accurate or complete and should not be
relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the Transaction or the Acquisition and has
neither approved nor disapproved the contents of this press release.


NEITHER THE 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.


CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release
includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking
statements include, but are not limited to, statements with respect to the terms and conditions of the Transaction and
the Acquisition. Forward-looking statements are necessarily based upon a number of estimates and assumptions
that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which
may cause the actual results and future events to differ materially from those expressed or implied by such forward-
looking statements. Such factors include, but are not limited to: general business, economic, competitive, political
and social uncertainties; delay or failure to receive board, shareholder or regulatory approvals; and the results of
current exploration and testing. There can be no assurance that such statements will prove to be accurate, as actual
results and future events could differ materially from those anticipated in such statements. Accordingly, readers
should not place undue reliance on forward-looking statements. Credent and Elephant disclaim any intention or
obligation to update or revise any forward-looking statements, whether as a result of new information, future events
or otherwise, except as required by law.
 


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