VANCOUVER, BRITISH COLUMBIA--(Marketwired - Nov 14, 2013) - South American Silver Corp. (SAC.TO)(SOHAF) reports the release of its unaudited condensed interim consolidated financial statements for the three and nine months ended September 30, 2013 and the related management's discussion and analysis of financial position and results of operations ("MD&A"). All amounts in this news release are expressed in U.S. dollars, unless otherwise indicated.
As at September 30, 2013, the Company had a working capital of $12.7 million including cash and cash equivalents of $13.0 million. As at the date of this news release the Company also owns an 18.5% equity interest in High Desert Gold Corporation ("HDG") (TSX VENTURE:HDG)(HDGCF) which had a quoted value as at September 30, 2013 of $0.9 million.
South American Silver continues to advance before the Permanent Court of Arbitration its international arbitration proceedings against Bolivia for the expropriation of the Malku Khota project. An arbitral tribunal of three members is being empanelled by the parties. Two arbitrators have been appointed and the two appointed arbitrators have until November 29, 2013 to appoint a third arbitrator who will act as president of the tribunal. Once the tribunal is formed, it will set a provisional timetable for the arbitration itself. This will include a schedule for submission of a Statement of Claim, Statement of Defense and oral hearings at the court of arbitration. Unless there is a negotiated settlement of the dispute, it is expected that the arbitration can take up to 2-3 years from commencement of proceedings until rendering of a final award. Most of South American Silver's costs and expenses related to its international arbitration proceedings against Bolivia, including those to be incurred in connection to the enforcement of any arbitration award, are covered by a third party funder (the "Funder") on a non-recourse basis (See News Release 13-12 dated May 24, 2013).
On May 2, 2013 the Company completed its drilling program at Escalones copper-gold project in Chile, with a total of 9,070 metres of drilling completed. On August 12, 2013, the Company filed a NI 43-101 Technical Report that includes an updated resource estimate for Escalones (See News Releases 13-13 dated June 28, 2013 and 13-17 dated August 12, 2013) showing a significant increase in copper, molybdenum and gold resources as well as a category upgrade of approximately a third of the resource to Indicated from Inferred.
On October 21, 2013 the Company announced (see News Release NR 13-19 dated October 21, 2013) that it has entered into an arrangement agreement (the "Agreement") pursuant to which the Company will acquire all of the issued and outstanding shares of HDG that it does not already own in an all-share transaction by way of a plan of arrangement (the "Arrangement"). Under the Arrangement, immediately prior to the exchange of the outstanding securities of HDG for securities of the Company, each shareholder of the Company will exchange each of its South American Silver common shares for one South American Silver Class A Share and one South American Silver Class B Share. The Class A Shares (which will be redesignated as "Common Shares" as the last step in the Arrangement) will carry voting, dividend and liquidation rights similar to the Company's current common shares. The Class B Shares will carry redemption and retraction rights and rights on liquidation which entitle the holders collectively to 85% of the net cash, if any, (after deducting all costs, taxes and expenses and the Funder's portion thereof) received by the Company from an award or settlement in relation to the Company's wholly- owned subsidiary South American Silver Limited's arbitration proceeding against the Plurinational State of Bolivia for the expropriation of the Malku Khota project. The Class B Shares will be non-voting and non-participating in regards to dividends and on liquidation other than as described above. Post Arrangement, each South American Silver stock option and warrant that was outstanding at the time of the Arrangement will be exercisable to acquire one Class A Share and one Class B Share instead of a common share at the same exercise price. HDG shareholders will receive 0.275 of a South American Silver Class A Share for each HDG common share held and all outstanding HDG stock options and warrants will be adjusted accordingly.
The TSX has conditionally approved the Arrangement including the listing of the Class B Shares to be issued thereunder. Meetings of the Shareholders of HDG and the Company to consider the Arrangement are to be held on December 9, 2013 and materials in respect to such meeting have been mailed to Shareholders. Copies of the materials mailed to the Company's shareholders are available under its SEDAR profile at www.sedar.com and at its website at www.soamsilver.com and copies of the materials mailed to HDG's shareholders are available under its SEDAR profile at www.sedar.com and at its website at www.hdggold.com.
The immediate priorities of the Company for 2013 remain to (i) diligently manage and preserve the Company's cash resources; (ii) complete the acquisition of HDG; (iii) recover fair market value for the Malku Khota project by pursuing international arbitration proceedings against Bolivia at the same time remaining open to a negotiated settlement; and (iv) evaluate the potential of joint venturing future stages of Escalones.
About South American Silver Corp.
South American Silver Corp. is a growth focused mineral exploration company creating value through the exploration and development of the large scale Escalones copper-gold project in Chile, the pursuit of new opportunities, and the realization of value from the Malku Khota project in Bolivia. South American Silver Limited is a company incorporated in the Bermuda Islands, an overseas territory of the United Kingdom, which through its wholly owned Bahaman subsidiaries: Malku Khota Ltd, G.M. Campana Ltd. and Productora Limited., owns one hundred per cent of the outstanding shares of Compañía Minera Malku Khota S.A., a Bolivian company, holder of the Malku-Khota mining concessions until their nationalization by the Bolivian Government. The Company's approach to business combines the team's track record of discovery and advancement of large projects, key operational and process expertise, and a focus on community relations and sustainable development. Management has extensive experience in the global exploration and mining industry. The Company's shares are listed on the Toronto Stock Exchange under the symbol "SAC" and on the OTCQX as "SOHAF". Information related to South American Silver Corp. is available at www.soamsilver.com and on SEDAR at www.sedar.com.
Forward-looking statements look into the future and provide an opinion as to the effect of certain events and trends on the business. Forward-looking statements may include words such as "will", "continues", "potential", "future", "expected", "post arrangement", "creating", "realization" and "pursuing" and similar expressions. This News Release contains forward-looking statements. These forward-looking statements are based on current expectations and various estimates, factors and assumptions and involve known and unknown risks, uncertainties and other factors.
Readers are cautioned not to place undue reliance on these statements as the Company's actual results, performance or achievements may differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements if known or unknown risks, uncertainties or other factors affect the Company's business, or if the Company's estimates or assumptions prove inaccurate. Therefore, the Company cannot provide any assurance that forward-looking statements will materialize.
Factors that could cause results or events to differ materially from current expectations expressed or implied by the forward-looking statements, include, but are not limited to, failure to obtain the requisite shareholder, court and stock exchange approvals for the Arrangement or other conditions of the Arrangement not being met or waived, including the continuance of the Company and HDG under British Columbia corporate law; the receipt by HDG of a competing or superior proposal for an alternative transaction; uncertainties associated with the arbitration proceeding against Bolivia, including the quantum of damages to be obtained and the realization or collection of the value of any award or settlement; and risks of the mineral exploration industry which may affect the advancement of the Escalones project, including possible variations in mineral resources or grade, metal prices, availability of sufficient financing to fund further required work in a timely manner and on acceptable terms, timely receipt of required permits, availability of equipment and qualified personnel, failure of equipment or processes to operate as anticipated, road access to the property, changes in project parameters as plans continue to be refined; and other risks more fully described in the Company's management information circular dated November 7, 2013 and Annual Information Form filed and publicly available on SEDAR at www.sedar.com. The assumptions made in developing the forward-looking statements include: receipt of all necessary approvals (including shareholder, court and stock exchange approvals) for the Arrangement and satisfaction or waiver of all conditions required by the Arrangement, including the continuance of the Company and HDG under British Columbia corporate law; the ability of the Company to realize value from its investments in Bolivia; the arbitration proceeding along a timeline consistent with other international arbitrations, the Funder honouring its contractual commitments, the accuracy of current resource estimates and the interpretation of drill, metallurgical testing and other exploration results; the timely receipt of required permits for Escalones; the availability of equipment and qualified personnel to advance the Escalones project; and the execution of the Company's existing plans and further exploration and development programs for Escalones, which may change due to changes in the views of the Company or if new information arises which makes it prudent to change such plans or programs.
Subject to applicable laws, the Company assumes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or any other reason. Unless otherwise indicated, forward-looking statements in this News Release describe the Company's expectations as of November 14, 2013.