Terreno Resources Corp. to acquire Dominican Renewables, Inc. to focus on biofuel production in the Dominican Republic
Thursday, Aug 29, 2013Terreno Resources Corp. (TSX VENTURE:TNO) ("Terreno" or the "Company") a junior mining exploration and development company listed on the TSX Venture Exchange (the "TSXV") is pleased to announce that it has entered into a memorandum of understanding (the "MOU"), with Dominican Renewables, Inc. ("DRI") with respect to a proposed acquisition by the Company (the "Acquisition") of DRI and financings for both the Company and DRI (the "Offerings" - collectively, including the Acquisition, the "Transaction"). DRI holds interests over certain lands and agreements for the production of biofuels in the Dominican Republic. The Transaction may constitute a Change of Business Transaction of the Corporation as defined in the policies of the TSXV.
The Proposed Acquisition
The MOU contemplates that, the Company will acquire all of the shares in DRI such that DRI will become a wholly-owned subsidiary of the Company. As consideration, the Company will issue to shareholders of DRI, an aggregate of 51,372,364 common shares in the capital of Terreno (2 Terreno shares for every one DRI share held), at a deemed price of $0.05 per common share, for total consideration of approximately $2.56m, without limitation. Common shares of the Company to be issued as consideration for the Acquisition, including common shares issued previously by the Company, may be subject to escrow in accordance with the policies of the TSXV.
John Icke, Chairman of Terreno, commented "We had been aware of DRI prior to our mineral exploration work in the Dominican Republic, having hired Bruce Keith (DRI's CEO) to become the CEO of Terreno. Since being in the country we have become acutely aware of the reliance and prohibitive costs of traditional fuel imports with no current local supply. DRI is uniquely positioned to address this issue in a socially responsible manner through providing a biofuel component blended with traditional fuel products. The success of this transaction brings near term cash flow potential to Terreno with the ability to scale up the operations in the future.
The Transaction allows Terreno to benefit from synergies of running its existing portfolio of mineral exploration projects in Argentina and the Dominican Republic, and running DRI, as Terreno's CEO, Bruce Keith, is also the CEO of DRI. Terreno's intention is to hold its portfolio of mineral exploration properties in Argentina and the Dominican Republic with a view to increasing activity on these projects when market conditions for junior resource exploration improve.