TORONTO, ONTARIO--(MARKET WIRE)--Apr 30, 2008 -- BF Minerals Ltd. (the "Company") announced today that it
has acquired the Northcore and Lunga mineral projects in
Zambia and issued common shares in satisfaction of certain
debt owing by the Company effective on April 8, 2008. The
transactions are intended to reactivate the Company's business,
which going forward will consist of the exploration and
development of the acquired mineral projects.
The Acquisition
The Company acquired from Mukuba Resources Limited ("Mukuba")
and certain minority shareholders all of the outstanding
shares of Abbeygate Resources Limited ("Abbeygate") and
Lunga Resources (BVI) Limited ("Lunga"), which hold directly
or indirectly certain mineral rights in Mukuba's Northcore
and Lunga mineral projects in Zambia and $800,000 of debt
owing by Mukuba (the "Acquisition"). In consideration for
the acquisition of Abbeygate and Lunga, the Company issued
an aggregate of 48,491,837 common shares from treasury to
the selling shareholders.
The Company also announced that, as part of these transactions,
the Company intends to seek the approval of its shareholders
for a consolidation of its outstanding share capital on
the basis of 15,000,000 post-consolidation shares for 61,480,438
pre-consolidation shares. Shareholders will also be asked
to approve the change of the Company's name to Mukuba Resources
Limited.
As a result of the completion of the Acquisition, Mukuba
holds 37,161,968 common shares, representing approximately
60% of the issued and outstanding shares of the Company.
Mukuba acquired its shares of the Company for investment
purposes. Mukuba may, subject to market conditions and Mukuba's
ongoing evaluation of its investment in the common shares
of the Company, make additional investments in or dispositions
of securities of the Company, including additional purchases
or sales of common shares.
Debt Conversions
The Company also issued 6,225,681 common shares in satisfaction
of, and release from, the debt assumed by the Company from
Mukuba, in accordance with the terms of the indebtedness.
Pursuant to a previous agreement, the Company also issued
2,822,093 common shares in satisfaction of, and release
from, a debt of $362,639 owing by the Company to a creditor.
Directors and Officers
The Company also announced that Terry Duffy, John Tuzyk
and Loucas Pourlouis have resigned as directors of the Company
and were replaced by Trevor Richardson, Mike Smyth and John
Hawkrigg. The Company's officers are Trevor Richardson,
Chief Executive Officer, Kelly Ehler, Chief Financial Officer,
Justin Longley, Chief Operating Officer, Chris Meyer, Vice-President
Exploration and Eric Lowy, Secretary. Paul Sadler also resigned
as acting Chief Financial Officer.
About the Company
The business of the Company now consists of the exploration
and development of two contiguous greenfield exploration
projects (the Northcore Project and the Lunga Project) in
the Central African Copperbelt region of northern Zambia:
- The Northcore Project area encompasses approximately 9050
square kilometres of geologically prospective ground on
the eastern limb of the Copperbelt. The Northcore Project
is licensed for copper and cobalt.
- The Lunga Project area adjoins the south-west margin of
the Northcore Project area, and is licensed for copper,
cobalt, and other base metals. The property encompasses
480 square kilometres of ground and contains a 10 kilometre
strike of geochemically delineated copper and zinc anomalies,
which extend into the Northcore area. If the Company invests
up to the completion of a preliminary feasibility study,
the Company will earn an 80% interest in the Lunga property
through a farm-in agreement.
The Central African Copperbelt is the world's largest and
highest-grade sediment hosted stratiform copper province
and includes both the Zambian Copperbelt ('ZCB') and the
Congolese Copperbelt to the north in the Democratic Republic
of Congo. Over 95% of the known Zambian copper reserves
occur in the Lower Roan Group, or in the adjacent basement
complex.