|July 09, 2015|
Midlands Minerals Corporation and Alder Resources Ltd. Provide Update on Their Business Combination
|TORONTO, ONTARIO--(Marketwired - July 9, 2015) - Midlands Minerals Corporation (TSX VENTURE:MEX) ("Midlands") and Alder Resources Ltd. (TSX VENTURE:ALR) ("Alder") issued a press release on May 28, 2015 announcing that Midlands proposes to acquire all of the outstanding shares of Alder pursuant to a statutory plan of arrangement under the Business Corporations Act (Ontario) (the "Arrangement"). In the press release, it was also announced that Midlands would hold a meeting of its shareholders on July 9, 2015 to, among other things, ask shareholders to approve an anticipated name change and a consolidation of its common shares on the basis of one post-consolidation common share for each 10 pre-consolidation shares held.|
The annual and special meeting of shareholders of Midlands has now been adjourned from July 9, 2015 to 10:00 a.m. EST on July 20, 2015 (to be held at the same location as the originally scheduled Midlands shareholders' meeting). As a result of the adjournment, Midlands and Alder anticipate that the Arrangement will be completed on or about July 24, 2015.
About Alder Resources Ltd.
Alder is a resource company focused on the development of gold and base metal projects throughout the Americas. Alder's current high priority Cu-Au-Ag supergene, skarn and porphyry target is the Rosita project in Nicaragua located 275 kilometres northeast of Managua. Alder has current Inferred mineral stock pile resources of 7.95 million tonnes grading 0.62% Cu, 0.46 g/t Au and 9.21 g/t Ag with numerous zones that have reasonable near term potential to add to and enhance these resources. See the technical report entitled "Rosita Cu-Au-Ag Project, RAAN, Nicaragua, NI 43-101 Technical Report on Mineral Resource Estimate of Rosita Stockpiles" effective as of May 8, 2012, which is available under Alder's profile at www.sedar.com.
In August 2011, Alder entered into an option agreement to acquire a 65% interest in the Rosita D concession from Calibre Mining Corp. by issuing 1,000,000 shares and incurring expenditures of $4,000,000 over four years. To date Alder has incurred approximately $3.5 million of the $4.0 million obligation and has until October 2015 to incur the remaining project expenditures and issue the remaining shares.
For additional information, please visit Alder's website at www.alderresources.ca. Qualified Person Don Dudek, P. Geo., Alder's President and CEO and a qualified person as defined by NI 43-101, has reviewed and approved the scientific and technical content of this news release.
About Midlands Minerals Corporation
Midlands is a Canadian resource company with common shares that trade on the TSX Venture Exchange under the symbol "MEX". Additional information on Midlands can be viewed under Midland's profile at www.sedar.com or on Midlands' website: www.midlandsminerals.com.
This news release includes certain forward-looking statements or information under applicable Canadian, U.S. and other securities laws. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the completion of the Arrangement are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the plans of Alder or Midlands or expectations include risks relating to the fluctuating gold prices, possibility of equipment breakdowns and delays, exploration cost overruns, availability of capital and financing, general economic, market or business conditions, regulatory changes, timeliness of government or regulatory approvals and other risks detailed herein and from time to time in the filings made by Midlands or Alder with securities regulators. Midlands and Alder expressly disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation. Neither the TSX Venture Exchange, its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange, nor the OTCQX accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note to U.S. Investors Regarding Mineral Reporting
The parties prepare their disclosure in accordance with the requirements of the securities laws in effect in Canada, which differ from the requirements of United States securities laws. Terms relating to mineral resources in this press are defined in accordance with Canadian National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101") and the Canadian Institute of Mining, Metallurgy and Petroleum (the "CIM") - CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended, which standards differ significantly from the discoures permitted by the United States Securities and Exchange Commission requirements and terminology set forth in SEC Industry Guide 7. Accordingly, information contained in this press release and the public filings of the parties containing descriptions of mineral deposits may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder.
Midlands Minerals Corporation
President and CEO
+1 604 366-2229
Midlands Minerals Corporation
+1 416 987-0855
Alder Resources Ltd.
President and CEO
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