Urban Select and Granja Gold Sign Definitive Agreement with Vena Resources for Granja Gold Transaction
March 28, 2012 – Vancouver, British Columbia – Urban Select Capital Corporation (“Urban Select”) (TSXV: CH) and Granja Gold Inc. (“Granja”) are pleased to announce that they have entered into a definitive agreement with Vena Resources Inc. (“Vena”) (TSX: VEM) to acquire 100% of Vena’s interest in Granja de Oro SAC (“Granja Peru”), a Peruvian company controlled by Vena (the “Acquisition”) in consideration for the issuance of 10,000,000 common shares of Granja. Granja Peru owns three early stage exploration projects in northern Peru (the “Properties”). Granja intends to apply for a listing on the TSX Venture Exchange (the “Listing”) which is anticipated to be completed concurrently with completion of the Acquisition.
The Acquisition is subject to a number of conditions, including among others: completion of the Financing (as defined below); receipt of conditional approval of the Listing; delivery by Vena of a National Instrument 43-101 compliant technical report in respect of one of the Properties; and satisfactory due diligence. Should the Acquisition be completed, it is expected that shareholders of Urban Select will:
- retain their current interest in Urban Select;
- retain an approximate 4% interest in Granja, an exploration and development company with properties in northern Peru; and
- through their interest in Urban Select, receive the benefit of Urban Select’s approximate 5% interest in Granja.
Granja intends to complete a non-brokered financing of a minimum of $2,000,000 and a maximum of up to $3,000,000 consisting of a minimum of 13,333,333 and a maximum of up to 20,000,000 units of Granja at a price of $0.15 per unit (the “Financing”). Each unit consists of one common share of Granja and one half of one non-transferable common share purchase warrant exercisable for two years at a price of $0.30 in the first year after closing of the private placement or at $0.45 in the second year. The use of process for Financing are to fund ongoing capital expenditures of Granja’s exploration and development program for the next 12 months, for general working capital purposes and for expenses incurred in connection with the listing on the TSX Venture Exchange.
According to Min Kuang, President and CEO of Urban Select and President of Granja “we are very excited and optimistic about the Granja Gold transaction and working together with the highly qualified and experienced management team at Vena Resources. We believe that the on-the-ground expertise and infrastructure provided by Vena Resources and favorable mining environment in Peru combined with a smart capital investment structure will create value for our investors.”
Further information about the Acquisition, Granja, Granja Peru, the Properties and the Financing will be provided in the listing application to be prepared in connection with the Listing, a copy of which will be available at www.sedar.com.
ABOUT URBAN SELECT
Urban Select Capital Corporation is global investment management, financial advisory and private equity firm focused on investing growth capital into private and public companies in a broad range of sectors including renewable energy, natural resources, chemicals, agriculture and consumer retail services. Urban Select’s management team is composed of investment professionals combining an Asian background with Western education and extensive experience in investment banking, venture capital and fund management in Canada, China and the U.S.
Granja Gold Inc. is a newly incorporated reporting issuer in the provinces of British Columbia and Alberta created pursuant to a recently completed plan of arrangement transaction with Urban Select. Granja’s aim is to complete the Acquisition of Granja Peru and listing on the TSX Venture Exchange.
For further information, please contact:
Chief Financial Officer and Managing Director
Urban Select Capital Corporation
Telephone: (604) 689-0618
Granja Gold Inc.
Telephone: (604) 689-0618
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Caution Regarding Forward-Looking Statements – This news release contains certain forward-looking statements, including statements regarding the business and anticipated financial performance of Urban Select and Granja, including with respect to completion of the Acquisition, completion of the Financing, completion of the Listing and the anticipated results thereof. These statements are subject to a number of risks and uncertainties. Actual results may differ materially from results contemplated by the forward-looking statements. There is no guarantee that any of the Acquisition, the Financing or the Listing will be completed as proposed or at all. The Acquisition remains subject to a number of conditions including completion of the Financing and approval of the Listing, among others. When relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and should not place undue reliance on such forward-looking statements. Each of Urban Select and Granja do not undertake to update any forward looking statements, oral or written, made by itself or on its behalf except as required by law.