New Gold Project and Termination of the Cob Transaction
March 13, 2018 News Release TSXV Symbol: PMR
NEW GOLD PROJECT AND TERMINATION OF THE COB TRANSACTION
Vancouver, B.C.: Prime Meridian Resources Corp. (“PMR” or the “Company”) (TSXV Symbol: PMR) is pleased to announce the establishment of a new partnership with Kometa Technology LLC (Kometa) to pursue opportunities for the development of gold resources in Central Asia. Headed up by internationally experienced management, Kometa plans to use the latest technologies in metal extraction to optimize gold recovery from man-made mining wastes and brownfield operations. The management of Kometa comes with a history of excellence in developing projects, operational efficiencies, environmental responsibility, community relations and operational safety. The Principals of Kometa are:
Franz Schlosser B.Eng MBA MAusIMM(CP)
Educated in Australia, Mr. Schlosser holds a Bachelor of Engineering (Mining) degree and an MBA. Mr. Schlosser has more than 30 years of direct experience in the minerals industry gained in Australia, the Former Soviet Union, the Middle East, and Central America. Mr. Schlosser has held increasingly senior level management positions with established and start-up mining companies and has experience in all aspects of exploration, open pit and underground mining, processing and milling operations and ancillary operational services. Mr. Schlosser is a certified professional under the requirements of JORC.
Dmitry Shaulsky M.Sc MBA CTP
During his work in various capacities in the mining industry over the last two decades, Mr. Shaulsky has developed a unique skill set of mine administration along with an intrinsic knowledge of mine operations and construction, which along with his fluency in English and Russian has made him a highly qualified mining professional in the multinational operation setting. Mr. Shaulsky holds a Master’s degree in Business Administration from the University of Wyoming, a Master of Science degree from the Kyrgyz State National University, and an international Translation Professional certification.
Corporate Structure
The Company has structured a new subsidiary, Prime Meridian Resources UK Limited (PMR-UK), which is owned 80% by the Company and 20% by Ken Resources Limited of the United Kingdom which is a holding company owned by the Principals of Kometa. PMR-UK will hold 100% of Kometa Technology LLC (Kometa).
The Company has advanced US$25,000 for operating overheads for Kometa and will continue to evaluate further low-capex, near-production assets in the resource sector.
Termination of the COB Transaction
The Company has terminated its previously announced change of business transaction (the “COB Transaction”) focused on developing agriculture assets in South Africa and GrowBuddy Inc. in the USA.
The COB loans advanced for the development of the agriculture assets in South Africa totaled US$250,000 and the Company is expecting to receive a repayment of US$100,000 shortly. Loans advanced for the development of GrowBuddy totaled US$275,000 and the Company will receive full repayment plus interest. A first installment of US$52,100 has been received. The Company took down non-related-party loans totaling US$525,000 for interim financing of the COB Transaction and those loans will be paid back in cash from the repayment of the COB loans advanced and/or converted/paid out from the Company’s current Private Placement (see below).
Nexvu Capital Corp. also advanced further related-party (interest-free) loans in the amount of CA$287,941 to the Company during the period of the COB Transaction which will now be converted into the current Private Placement. Nexvu Capital Corporation is a capital holding company controlled by certain directors of the Company.
Post the completion of the current financing and receipt of the above repayments related to the COB Transaction the Company will have no residual financial obligations related to the COB Transaction and the Company issued no common shares in relation to the COB Transaction. The Company will be issuing a notice to call an AGM.
Private Placement Financing
The Company will be conducting a non-brokered private placement financing of up to 10,000,000 shares at a price of ten cents per share ($0.10) to raise proceeds of up to $1,000,000. Finders fees may be payable on this financing. The Company will, upon completion of the financing, have working capital on hand to move forward with its resource-focused business plan.
On behalf of the Board of Directors of Prime Meridian Resources Corp.
"Brian Leeners"
Brian Leeners, CEO & Director
Completion of the transaction is subject to a number of conditions, including Exchange acceptance and disinterested Shareholder approval. The transaction cannot close until the required Shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Management Information Circular to be prepared in connection with the transaction, any information released or received with respect to the COB may not be accurate or complete and should not be relied upon. Trading in the securities of Prime Meridian Resources Corp should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved or disapproved the contents of this press release.