Owner
Post by Franko10 ™ on Jul 6, 2009 10:12:46 GMT -5
CMKM Diamonds, Inc. Announces New Joint Venture
July 03, 2009
CMKM Diamonds, Inc. announces the completion of an agreement with 101047025 Saskatchewan Ltd. (“1010”). This agreement is part of an overall settlement of a lawsuit brought by Entourage Mining Ltd. (“Entourage”) against both CMKM and 1010 under Action No. 5075800 in the Supreme Court of British Columbia (the “Entourage Lawsuit”). As a term of the overall settlement, Entourage will consent to a dismissal of the Entourage Lawsuit against both CMKM and 1010, as if it had been heard on its merits and dismissed.
Under the overall settlement of the Entourage Lawsuit, 1010, CMKM, and Entourage agreed to cancel and terminate the previous agreement between CMKM, 1010, and Entourage that was dated October 20, 2005 (the “2005 Agreement”), with respect to certain mineral claims in Saskatchewan that are owned by 1010. In consideration of that dismissal, CMKM will return to Entourage 3 million of the 4.5 million Entourage shares that it acquired under the original agreement, and Entourage has given up all claims or rights to the remaining mineral claims, all of which are owned by 1010. CMKM also returned the remaining 1.5 million shares back to Entourage for a payment from Entourage of $85,000.
Under their new agreement, CMKM and 1010 will form a new company (“New Corp.”) to explore the remaining mineral claims that were the subject matter of the 2005 Agreement. These remaining claims have produced core samples that were drilled by 1010 in late 2005 and early 2006 and have yet to be tested. The New Corp will, in turn, form a joint venture with 1010 to explore and develop the remaining mineral claims. 1010 will be the sole Operator of the new joint venture and will continue to be the sole owner of the remaining mineral claims. However, the New Corp. will have the right to acquire those remaining claims owned by 1010 by incurring expenditures for exploration, drilling and development on the claims in a cumulative amount that will be no less than four million dollars during the first five years. CMKM is solely responsible for raising no less than 80% of these funds for the New Corp. and 1010 is solely responsible for raising no less than the remaining 20% of these funds for the New Corp.
1010 will hold total voting control of the New Corp. The authorized capital of the New Corp will consist of Class A voting common shares, without any right to dividends or capital, except that the said Class A common shares will, on a winding up or dissolution, be entitled to repayment of capital paid therefore, and Class B non-voting common shares, with rights to payment of dividends and capital. Eighty million Class B common shares will be allotted and issued to CMKM. Twenty million Class B common shares and ten thousand Class A common shares will be allotted and issued to 1010. CMKM will thus be entitled to 80% of profits earned by the New Corp.
CMKM Diamonds CEO Mark Faulk stated “This joint venture agreement is another step in our ongoing efforts to return viable assets to CMKM Diamonds. Rights to the remaining claims were retained because they showed the greatest potential for diamonds. Many shareholders originally invested in CMKM because of this potential, and we believe it is in the best interest of Company and its shareholders to pursue this opportunity to benefit from any real value in the remaining claims. The New Corp intends to begin testing on existing core samples from the remaining claims in the very near future.”
Safe Harbor Statement:
This news release contains certain "forward-looking statements" within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934. Although the Company believes the expectations reflected in such forward-looking statements are reasonable, it can provide no assurance that actual results will meet or exceed such expectations.
Contact:
CMKM Diamonds Inc.
903-262-8397
www.cmkmdiamondsinc.com
July 03, 2009
CMKM Diamonds, Inc. announces the completion of an agreement with 101047025 Saskatchewan Ltd. (“1010”). This agreement is part of an overall settlement of a lawsuit brought by Entourage Mining Ltd. (“Entourage”) against both CMKM and 1010 under Action No. 5075800 in the Supreme Court of British Columbia (the “Entourage Lawsuit”). As a term of the overall settlement, Entourage will consent to a dismissal of the Entourage Lawsuit against both CMKM and 1010, as if it had been heard on its merits and dismissed.
Under the overall settlement of the Entourage Lawsuit, 1010, CMKM, and Entourage agreed to cancel and terminate the previous agreement between CMKM, 1010, and Entourage that was dated October 20, 2005 (the “2005 Agreement”), with respect to certain mineral claims in Saskatchewan that are owned by 1010. In consideration of that dismissal, CMKM will return to Entourage 3 million of the 4.5 million Entourage shares that it acquired under the original agreement, and Entourage has given up all claims or rights to the remaining mineral claims, all of which are owned by 1010. CMKM also returned the remaining 1.5 million shares back to Entourage for a payment from Entourage of $85,000.
Under their new agreement, CMKM and 1010 will form a new company (“New Corp.”) to explore the remaining mineral claims that were the subject matter of the 2005 Agreement. These remaining claims have produced core samples that were drilled by 1010 in late 2005 and early 2006 and have yet to be tested. The New Corp will, in turn, form a joint venture with 1010 to explore and develop the remaining mineral claims. 1010 will be the sole Operator of the new joint venture and will continue to be the sole owner of the remaining mineral claims. However, the New Corp. will have the right to acquire those remaining claims owned by 1010 by incurring expenditures for exploration, drilling and development on the claims in a cumulative amount that will be no less than four million dollars during the first five years. CMKM is solely responsible for raising no less than 80% of these funds for the New Corp. and 1010 is solely responsible for raising no less than the remaining 20% of these funds for the New Corp.
1010 will hold total voting control of the New Corp. The authorized capital of the New Corp will consist of Class A voting common shares, without any right to dividends or capital, except that the said Class A common shares will, on a winding up or dissolution, be entitled to repayment of capital paid therefore, and Class B non-voting common shares, with rights to payment of dividends and capital. Eighty million Class B common shares will be allotted and issued to CMKM. Twenty million Class B common shares and ten thousand Class A common shares will be allotted and issued to 1010. CMKM will thus be entitled to 80% of profits earned by the New Corp.
CMKM Diamonds CEO Mark Faulk stated “This joint venture agreement is another step in our ongoing efforts to return viable assets to CMKM Diamonds. Rights to the remaining claims were retained because they showed the greatest potential for diamonds. Many shareholders originally invested in CMKM because of this potential, and we believe it is in the best interest of Company and its shareholders to pursue this opportunity to benefit from any real value in the remaining claims. The New Corp intends to begin testing on existing core samples from the remaining claims in the very near future.”
Safe Harbor Statement:
This news release contains certain "forward-looking statements" within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934. Although the Company believes the expectations reflected in such forward-looking statements are reasonable, it can provide no assurance that actual results will meet or exceed such expectations.
Contact:
CMKM Diamonds Inc.
903-262-8397
www.cmkmdiamondsinc.com
