TORONTO, CANADA, April 5, 2011 – Cinro Resources Inc., (the “Company” or “Cinro”) and Orlando Adams (“Adams”) have entered into a non-binding letter of intent (the “Adams LOI”), the terms of which will be the basis for a definitive agreement pursuant to which, subject to certain terms and conditions, Cinro intends to complete the acquisition of 100% of the property held by Mr. Adams within 120 days.
Pursuant to the Adams LOI, Cinro and Adams propose to enter into a definitive agreement which will provide that Cinro will acquire the Adams permits in consideration for payments of a total of US$500,000.
Cinro will grant Adams the right to receive a 2% Net Smelter Returns (“NSR”) royalty for all future mineral production from the Marudi Mountain Project to a maximum of US$3,000,000 in royalty payments. Cinro will grant Adams the right to receive a 2% NSR royalty for all future alluvial, saprolite and bedrock production from the Potaro Project, to a maximum of US$2,000,000 in royalty payments.
Pursuant to the Adams LOI, Adams and its subsidiary plan to enter into agreements to facilitate the purchase of certain equipment by Adams subsidiary from Rexma SAS (“Rexma”) on terms and conditions agreed to by Cinro and Adams.
On Closing, Adams will transfer to Cinro100% of the outstanding shares of the Adams Subsidiaries, free and clear of all encumbrances (except permitted encumbrances) and the interests of others, and Adams will retain no interest in or liability associated with the holding companies other than the royalties.
The Adams LOI is subject to the approval of the transaction by the boards of directors of Cinro and Adams.
For further information, please visit our website at www.cinroresources.com or contact Mr. Frank Williams at (416) 913-1197.
Neither 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.
FORWARD LOOKING STATEMENTS
This release contains “forward-looking statements” within the meaning of applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion, growth of the Company’s businesses, operations, plans and with respect to exploration results, the timing and success of exploration activities generally, permitting time lines, government regulation of exploration and mining operations, environmental risks, title disputes or claims, limitations on insurance coverage, timing and possible outcome of any pending litigation and timing and results of future resource estimates or future economic studies.
Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “planning”, “planned”, “expects” or “looking forward”, “does not expect”, “continues”, “scheduled”, “estimates”, “forecasts”, “intends”, “potential”, “anticipates”, “does not anticipate”, or “belief”, or describes a “goal”, or variation of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.
Forward-looking statements are based on a number of material factors and assumptions, including, the result of drilling and exploration activities, that contracted parties provide goods and/or services on the agreed timeframes, that equipment necessary for exploration is available as scheduled and does not incur unforeseen break downs, that no labour shortages or delays are incurred, that plant and equipment function as specified, that no unusual geological or technical problems occur, and that laboratory and other related services are available and perform as contracted. Forward-looking statements involve known and unknown risks, future events, conditions, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, prediction, projection, forecast, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, the interpretation and actual results of current exploration activities; changes in project parameters as plans continue to be refined; future prices of minerals; possible variations in grade or recovery rates; failure of equipment or processes to operate as anticipated; the failure of contracted parties to perform; labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing or in the completion of exploration, as well as those factors disclosed in the company’s publicly filed documents. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.