Thundermin Resources Shareholders Approve Merger

RNS Number : 9233J

Rambler Metals & Mining PLC

22 December 2015

 

22 December 2015                                                                                        

Thundermin Resources Inc. Shareholders Approve

Merger with Rambler Metals and Mining Plc

London, United Kingdom & Newfoundland and Labrador, Canada - Rambler Metals and Mining PLC (TSXV: RAB, AIM: RMM) ('Rambler' or the 'Company') today announces that, further to the Company's announcement on 12 November 2015, the shareholders of Thundermin Resource Inc. (TSXV:THR) have approved the merger by way of an amalgamation with a subsidiary of Rambler (the "Amalgamation").  The Amalgamation is expected to close on or before 31 December 2015. On completion, Rambler will issue 7,142,857 ordinary shares ("Consideration Shares") to Thundermin shareholders as previously notified on 12 November 2015.

Thundermin will, on completion of the Amalgamation, become the wholly owned subsidiary of Rambler, and Rambler will continue to trade on the TSX-V under the symbol "RAB" and on the AIM exchange under the symbol "RMM". The consolidated group will carry on the business of Rambler as a mining, exploration and development company.

Completion of the Amalgamation remains subject to regulatory approval, including the approval of the TSX Venture Exchange and standard closing conditions.

The Company has made an application for the Consideration shares to be admitted to trading on AIM. Admission is expected to occur on or around 31 December 2015.  The Consideration Shares will rank pari passu with the existing ordinary shares in issue.

Following the completion of the Amalgamation, the Company's total issued share capital will consist of 151,311,085 ordinary shares of 1 penny each. There are no shares held in Treasury.

A further announcement will be made upon completion of the Amalgamation.

ABOUT RAMBLER METALS AND MINING

Rambler is a mining and development company that in November 2012 brought its first mine into commercial production.  The group has a 100 per cent ownership in the Ming Copper-Gold Mine, a fully operational base and precious metals processing facility and year round bulk storage and shipping facility; all located on the Baie Verte peninsula, Newfoundland and Labrador, Canada.

The Company's Vision is to be Atlantic Canada's leading mine operator and resource developer through growth and expansion of its existing assets; discovering new deposits; strategic partnerships; mergers and acquisitions.  In addition to the Ming Mine, Rambler has strategic investments in the former producing Hammerdown gold mine, and following the closing of this transaction, will have a 100 per cent ownership of the Little Deer/ Whales Back copper mines.

Rambler is dual listed in London under AIM:RMM and in Canada under TSX-V:RAB.

For further information, please contact:

Norman Williams, CPA,CA President and CEO Rambler Metals & Mining Plc Tel No: 709-800-1929 Fax No: 709-800-1921	Peter Mercer Vice President, Corporate Secretary Rambler Metals & Mining Plc Tel No: [phone] Fax No: [phone]
Stewart Dickson / Jeremy Stephenson/ David Porter Cantor Fitzgerald Europe Tel No: [phone]	Tim Blythe/ Megan Ray Blytheweigh Tel No: [phone]

Website: www.ramblermines.com 

Neither TSX Venture Exchange nor its Regulation Service 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:

Certain information included in this press release, including information relating to future financial or operating performance and other statements that express the expectations of management or estimates of future performance constitute "forward-looking statements".  Such forward-looking statements include, without limitation, statements regarding copper, gold and silver forecasts, the financial strength of the Company, estimates regarding timing of future development and production and statements concerning possible expansion opportunities for the Company.  Where the Company expresses or implies an expectation or belief as to future events or results, such expectation or belief are based on assumptions made in good faith and believed to have a reasonable basis.  Such assumptions include, without limitation, the price of and anticipated costs of recovery of, copper concentrate, gold and silver, the presence of and continuity of such minerals at modeled grades and values, the capacities of various machinery and equipment, the availability of personnel, machinery and equipment at estimated prices, mineral recovery rates, and others.  However, forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by such forward-looking statements.  Such risks include, but are not limited to, interpretation and implications of drilling and geophysical results; estimates regarding timing of future capital expenditures and costs towards profitable commercial operations.  Other factors that could cause actual results, developments or events to differ materially from those anticipated include, among others, increases/decreases in production; volatility in metals prices and demand; currency fluctuations; cash operating margins; cash operating cost per pound sold; costs per ton of ore; variances in ore grade or recovery rates from those assumed in mining plans; reserves and/or resources; the ability to successfully integrate acquired assets; operational risks inherent in mining or development activities and legislative factors relating to prices, taxes, royalties, land use, title and permits, importing and exporting of minerals and environmental protection.  Accordingly, undue reliance should not be placed on forward-looking statements and the forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement.  The forward-looking statements contained herein are made as at the date hereof and the Company does not undertake any obligation to update publicly or revise any such forward-looking statements or any forward-looking statements contained in any other documents whether as a result of new information, future events or otherwise, except as required under applicable security law.

 

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