Exchange Agreement ”), pursuant to which the Company has agr eed to purchase all of the issued and
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Harmony to acquire Pure Energy Minerals Limited
Vancouver, British Columbia, August 16, 2012 – Harmony Gold Corp. (TSX-V: H)(the “Company” or “Harmony”) the Company wishes to announce that it has entered into a share exchange agreement with Pure Energy Minerals Limited (“Pure”) dated for reference August 2, 2012, as amended (the “Share Exchange Agreement”), pursuant to which the Company has agreed to purchase all of the issued and outstanding common shares of Pure in exchange for the issuance of 9,850,001 common shares at a deemed price of $0.05 per common share to the current shareholders of Pure (the “Acquisition”).
Pursuant to an option agreement between Pure and GeoXplor Corp., Pure has the option to acquire an 80% undivided interest in AF 1-47 claims, an early stage exploration project, comprised of association placer claims located in Nevada (the “Property”).
In connection with the Acquisition, Harmony is proposing to conduct a private placement (the “Private Placement”) for gross proceeds of up to $500,000. The Private Placement will be an offering of units of the Company at a price of $0.05 per unit, with each unit comprised of one common share and one-half of one share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder to purchase an additional share (a “Warrant Share”) of the Company for a period of 12 months from the closing date of the Private Placement at a price of $0.10 per Warrant Share.
The Company may pay commission equal to 8% of the amount of Units or gross proceeds of the Private Placement, to be paid in cash or stock on closing of the Private Placement, in accordance with TSX Venture Exchange Policies.
The proceeds from the Private Placement will be used to meet Property payments under the Option Agreement for the next six months and for general working capital purposes.
On closing of the Acquisition, Jason Dussault will be appointed as Chief Executive Officer and a director of Harmony and Michael Dake will resign as Chief Executive Officer and remain as an independent director of the Company.
The Acquisition is a “Fundamental Acquisition” in accordance with the policies of the TSX Venture Exchange. Both the Acquisition and the Private Placement are subject to TSX Venture Exchange approval.
About Pure Energy Minerals Limited
Pure Energy Mineral Limited is a Vancouver, B.C. based mineral exploration company. Pure is currently focusing its efforts on securing Lithium mining opportunities, operating mines and supplies. It’s Alkali Flat lithium prospect represents a 7500 acre claim block adjacent to the Clayton Valley playa near Silver Peak Nevada. Clayton Valley is home to the only U.S. based lithium brine mine, operated by Rockwood Lithium Inc.
Per: “Michael Dake”
Michael Dake Chief Executive Officer Telephone: 604 608-6611 E-mail: [email protected]
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
Cautionary Note Regarding Forward-Looking Statements
Except for the statements of historical fact contained herein, the information presented constitutes “forward looking statements”. Such forward-looking statements, including but not limited to those with respect to the closing of the Acquisition, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. 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.