Kobex Minerals Inc.
|May 03, 2004|
Corporate Reorganization Proposal
|IMA Exploration Inc. (IMR-TSX.V, IMXPF-OTC.BB) is pleased to announce details of a Corporate Reorganization that will be presented to shareholders for their approval at the upcoming Annual and Special General Meeting on June 24th, 2004. This proposal reflects the Directors' and Management's belief that executing a reorganization is the logical next step to ensure that IMA's present share price reflects the true value of IMA's assets, and, in particular, attributes fair value to IMA's exploration property portfolio. |
In addition to IMA's 100% owned Navidad silver discovery, the Company controls 36 exploration projects all acquired on advantageous terms over the past 10 years; six of which are being explored by joint venture partners. Considerable funds have been spent to advance these projects that are now at various stages of development and located in some of the most prolific mining districts in South America (several in very close proximity to major discoveries). Despite the advancement of many of these projects through quality exploration work, they are currently receiving little or no market valuation due to being overshadowed in the marketplace by the high profile of the Navidad silver discovery.
To unlock IMA's fair market value for all shareholders Management proposes to undertake a corporate restructuring which would have the result of splitting its present mineral resource assets between two separate public companies. Upon implementation of the corporate restructuring, IMA will continue to hold a 100% interest in the Navidad project, while the newly created public company ("Newco") will hold the non-Navidad projects.
These two separate public companies would be owned by all the existing shareholders, but each would have a separate focus. Newco would be committed to grass roots exploration while IMA Exploration Inc. would retain the Navidad silver discovery and focus on:
1. Significantly expanding the drill program on the numerous targets within Navidad.
2. Conducting a more detailed regional exploration for Navidad-style targets.
3. Pursuing listings on major U.S. and Canadian stock exchanges.
4. Completing a bankable feasibility study on the Navidad project in a timely fashion.
The remaining projects, other than Navidad, would be put into Newco, a brand new company with the same Board of Directors as IMA and managed by the same team at Grosso Management Group. Newco will then be free to focus on grass roots exploration for new mineral discoveries. The stock markets will then have the opportunity to fairly value Newco's exploration assets.
Shareholders of IMA will receive the same percentage interest in Newco as they presently hold in IMA on a one share of Newco for every 10 shares of IMA basis. Upon completion of the reorganization, holders of IMA warrants will, upon exercise of those warrants, receive 10 IMA shares and one Newco share for every 10 warrants exercised. All outstanding IMA stock options will remain unaffected by the reorganization.
This reorganization will be accomplished by way of a statutory plan of arrangement and is subject to court approval, shareholder approval and regulatory approval. IMA intends to seek approval of the reorganization from its shareholders at its Annual and Special General Meeting, presently scheduled for June 24, 2004. Complete details of the proposed reorganization will be set forth in the management proxy circular to be mailed to IMA shareholders in connection with its annual and special general meeting.
ON BEHALF OF THE BOARD
Mr. Joseph Grosso, President & CEO
For further information please contact Joseph Grosso, President & CEO, or Sean Hurd, Investor Relations Manager, at 1-800-901-0058 or 604-687-1828, or fax 604-687-1858, or by email firstname.lastname@example.org, or visit the Company's web site at http://www.imaexploration.com.
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or the accuracy of this release. Cautionary Note to US Investors: This news release may contain information about adjacent properties on which we have no right to explore or mine. We advise U.S. investors that the SEC's mining guidelines strictly prohibit information of this type in documents filed with the SEC. U.S. investors are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on our properties. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.
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