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Nevada Clean Magnesium Inc
Symbol NVM
Shares Issued 143,651,450
Close 2014-12-31 C$ 0.05
Market Cap C$ 7,182,573
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ORIGINAL: Nevada Clean Magnesium Renegotiates Investment Changes to Joint Venture with ScanMag AS

2015-01-06 09:10 ET - News Release

(via Thenewswire.ca)

VANCOUVER, BRITISH COLUMBIA - TNW- ACCESSWIRE / January 6, 2015 - Nevada Clean Magnesium, Inc. (TSXV: NVM; Frankfurt-M1V; OTC Pink Sheets: MLYFF) (the "Company") ") today announced that following further discussions, the Company has restructured 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"), payable over 4 years, commencing with the first major payment of $2,000,000 within 12 months, followed by 36 monthly payments of $83.3 thousand USD;

    -10% pre-financing equity in ScanMag dilutable down to 2% undiluted interest;

    -Upon NCM receiving the $5 million USD investment, ScanMag AS will receive 12% of equity shares of NCM;

    -NCM and ScanMag will establish a separate technical development company for the testing of aspects of the magensium processing proof of concept through a 50-50 owned Norwegian subsidiary based in Glomfjord, Norway. ScanMag AS is to fund up to $500,000 with an initial $250,000 contribution for the joint venture, after which each party pays its proportional share;

    -Both NCM and ScanMag AS will be entitled to the data and findings developed through the joint venture.

The board of directors of both companies have approved the new agreement terms and a Joint Venture Agreement is expected to be signed shortly. This relationship and renegotiated terms will terminate and render void all previous agreements between NCM and ScanMag AS.

The transaction with ScanMag AS remains subject to TSX Venture Exchange approval.

Scan Mag AS and Nevada Clean Magnesium Inc. independently recognized the opportunity to profitably produce magnesium metal in Europe and in North America and to provide a core industry from which other manufacturing can develop. Both companies have a high quality dolomite deposit from which to extract the magnesium metal. In defining the approach to produce magnesium metal, both companies determined that a thermal reduction approach offered the highest probability of success with the lowest impact on the environment. These views lead to the identification of many common areas of process equipment and operational improvements, i.e. the selection of new calciner technology (Calix) by both companies.

Linking both companies through a joint venture where the independence of each company is maintained, will allow for cultural and governmental regulatory differences and will stimulate the development of both companies' primary projects to produce magnesium in Europe and North America. The synergies, which are already evident with the interaction of personnel from both companies, should ensure faster development of both projects and enhance the probability for success.

By working together, only one pilot facility need be constructed and the information gained will benefit both. The first plant to be operational will become the training resource for the people from the second plant to come on line. These people would also provide the necessary "extra" manpower needed in the startup of a new facility. Conversely personnel from the first plant will be made available to provide start up assistance.

Should new proprietary technology be developed, access by both companies will enable rapid adaption and maximize the benefits while reducing the risk. Indeed by linking both companies in a joint venture, the resulting cooperation will increase the rate of implementation of all aspects of the technology while decreasing the cost and risk for both projects.

About ScanMag AS

ScanMag AS is an industrial minerals company headquartered in Glomfjord, a village in the municipality of Meloey just north of the Arctic Circle on Norway's west coast. The Company was jointly formed by Normin Mine AS and Meloey Naeringsutvikling AS in 2012 to develop a large deposit of high quality dolomite, situated in the Granasen field outside Mosjoeen, near Glomfjord and is comprised of both dolomite and brucite. Meloey Naeringsutvikling AS is jointly owned by the municipality of Meloey in Nordland County; Yara Norway ASA, a subsidiary of one of the world's leading chemical company; Sparebank 1 Nord-Norge, a banking group that has served North Norway since 1836; and DNB Bank, Norway's largest financial services group. These Companies have teamed to capitalize on northern Norway's wealth of environmental resources to create new jobs, expand industrial infrastructure and promote global trade. www.mnu.no

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 .

This news release and its scientific and technical data was reviewed by James Sever, P. Eng. a qualified person recognized under NI 43-101.

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 a joint venture may not be signed, 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.

CONTACT INFORMATION:

Ed Lee, CEO

(604) 210-9862

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