Montreal, Quebec, March 31, 2016 – St-Georges Platinum and Base Metals Ltd. (OTC: SXOOF) (CSE: SX) (FSE: 85G1) is pleased to provide the following corporate update and progress report to its shareholders and stakeholders.
NEW ECO-MINING TECHNOLOGY FOCUS
St-Georges is transitioning its focus from mining exploration to mining technology, with the goal of creating a basket of patented technologies that will position the Company as a provider of environmentally friendly processing solutions, as well as tailing reclamation solutions. The goal is to have market ready technologies in the very near future.
To demonstrate the Company’s very serious commitment to this transition, St-Georges has already undertaken the following important steps;
APPOINTMENT OF KEY DIRECTORSÂ Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â Â
In the Fall of 2015, the Company added Enrico Di Cesare (See Sept 28, 2015 Release) and Gary Johnson (See December 7, 2015 Release) to the Board of Directors. Both Directors have significant metallurgy experience, amongst other things, which will be critical to the Company’s new Eco-Mining technologies business model.
Mr. Johnson, in particular, is also the President of Strategic Metallurgy Pty Ltd of Australia, with whom St-Georges announced a binding letter of intent. (See November 26, 2015 Release) As per the agreement, the Company will create a subsidiary, which will have the specific mandate to advance nickel-related extraction research projects.
In line with its new business development strategy, the Company also expects to implement some changes in its management structure in the next quarters.
BINDING LETTER OF INTENT – STRATEGIC METALLURGY PTY LTD
St-Georges and Strategic Metallurgy became partners on a 75-25% ratio in order to move forward a basket of new metallurgical and chemical technologies that can be deployed in a commercial environment within a relatively short schedule. Development tests and scalability demonstration should be conducted in Perth in the pilot-plant facilities of Strategic Metallurgy in 2016.
Final detailed agreements will be announced during the second quarter of 2016 in relation to the joint-venture special purpose corporate entity created with Strategic Metallurgy.
POTENTIAL BUSINESS AND TECHNOLOGY PARTNERS
Further advancement of the company’s R&D efforts will be done in parallel with the sourcing of business partners to target the mining reclamation business. We view this as a very lucrative opportunity due to the fact that North American governments are spending billions of dollars annually in reclamation projects where Acid Drainage remains one of the main issues.
St-Georges has initiated discussions with potential technology partners and intends to identify more as the new business model is deployed. The Company also plans to spend a good amount of time and resources soliciting environmental mandates from different governmental agencies. Moreover, the Company plans to secure grant money to demonstrate the performance of some of its technologies in real-time field situations.
RECOMMENCING INVESTOR RELATIONS AND OUTREACH PROGRAMS
Given the anticipated level of heightened activity of St. Georges, the Company has agreed to enter into a new business relationship with Paradox Public relations of Montreal. Paradox will advise St-Georges’ management on corporate communication strategies. In parallel, St-Georges will be reactivating some of the prior suspended investor communication mandates with different firms in the second quarter of 2016.
FINANCING
In order to finalise the transition to its new business model, the Company is planning a private placement for a maximum of $145,000. The offering will consist of units to be priced at $0.02 each. The Units will consist of one common share and one non-transferable 28-month warrant entitling the purchaser to acquire one common share and one additional warrant for an initial exercise price of $0.04. The second warrant will have an exercise price of $0.06 and will expire 28 months after the initial financing closing date.
At its discretion, the Company will be able to force the exercise of the warrants if the price of the common shares on the CSE is at or above 150% of the warrants’ exercise price for 10 consecutive days based on a VWAP calculation.
Proceeds of this financing will be set aside in order to pay costs related to Exchanges listings, Transfer Agents, Annual Shareholder Meetings, costs associated to the annual audits and to settle certain short term debts at a favorable rate.
Insiders who will participate in the private placement have accepted to subscribe to a 2-year voluntary resell restriction on the shares of the units.
Multilateral Instrument 61-101
Given the proposed participation of the insider holders for a significant proportion of the financing, the proposed financing might constitute a “related party transaction†within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security holders in Special Transactions (“MI 61-101â€).
St-Georges is relying on an exemption to both the formal valuation and the minority shareholder approval requirements of MI 61-101, as neither the fair market value of the Units to be distributed to, nor the fair market value of the consideration to be received by St-Georges from, the insider holders in connection with the proposed financing exceeds 25% of St-Georges’ share capitalisation.
Other Corporate Matters
The Company plans to hold its Shareholders Meeting in Montreal in early June 2016. Information about the location, time and exact date should be known by April 30th. Shareholders will be asked to approve the option plan, the new board of directors and the modifications to its main business. No consolidation or reverse split is planned to be put to the vote.
All securities issuance are subject to CSE and regulatory approval.
ON BEHALF OF THE BOARD OF DIRECTORS
“Frank Dumasâ€
FRANK DUMAS, President
About St-Georges
St-Georges is developing new technologies to solve the biggest environmental problems in the mining industry. If these new technologies are successful, they should improve the financial bottom line of current mining producers. The potential success of these technologies would also involve upgrading certain current known metal resources to economic status while addressing the environmental and social acceptability issues.
The Company also explores for Nickel on the Julie Nickel Project on Quebec’s North Shore.
Headquartered in Montreal, St-Georges’ stock is listed on the CSE under the symbol SX, on the US OTC under the Symbol SXOOF and on the Frankfurt Stock Exchange under the symbol 85G1. For additional information, please visit our website at www.stgeorgesplatinum.com
The Canadian Securities Exchange (CSE) has not reviewed and does not accept responsibility for the adequacy or the accuracy of the contents of this release.
