Feb 1 2011
Trevali Resources Corp. (TSX:TV)(OTCQX:TREVF)(FRANKFURT:4TI) has announced that Kria Resources Ltd. has received both the Industrial Lease and Licence of Occupation from the New Brunswick Department of Natural Resources and the Approval to Construct and Operate from the New Brunswick Department of Environment permit to Construct and Operate the Halfmile Mine and the required permit and mining lease from the New Brunswick Department of Environment granting approval to construct and operate the Halfmile Mine. The receipt of both these permits allows Kria to begin construction activities at the Halfmile mine site.
Kria also announced the appointment of Mr. Paul Keller, P.Eng. as Vice President Operations of the Company effective February 1, 2011.
Mr. Keller brings extensive mine operations experience in Canada with almost 30 years of experience most recently as Manager of Technical Services for a major Canadian mining contractor where he led a team of engineers and designers on various mining contracts. Previously, Mr. Keller held the positions of Chief Operating Officer and Vice President of Operations for a Canadian base metal producer where he was responsible for leading the company through the project development from feasibility, construction and commissioning. Mr. Keller began his career with Rio Algom Limited and has also worked in various management roles with Hemlo Mines owned by Barrick in mine operations, engineering and maintenance. Mr. Keller holds a Bachelor of Engineering/Mining from Laurentian University and is a Professional Engineer.
On January 17, 2011 Trevali and Kria signed a definitive Arrangement Agreement under which the Company will acquire, through a previously announced Plan of Arrangement, all of the outstanding shares of Kria (the "Transaction").
As stated in the Arrangement Agreement each Kria shareholder holding shares at market close on the closing date of the Plan of Arrangement will receive 0.2 of a common share of Trevali for each common share of Kria held.
The terms of the Transaction will be described in detail in the Joint Management Information Circular of Trevali and Kria to be filed with the regulatory authorities and mailed to Trevali and Kria shareholders in accordance with applicable securities laws. The date of the special meetings of the shareholders of both Trevali and Kria will be announced in the near future.
Officers, directors and major shareholders of Kria who, in the aggregate, hold approximately 22.5% of Kria have agreed to enter into lockup and support agreements with Trevali under which they have agreed to vote in favour of the Transaction. As well, officers, directors and major shareholders of Trevali who, in the aggregate, hold approximately 26.3% of Trevali have agreed to enter into lockup and support agreements with Kria under which they have agreed to vote in favour of the Transaction.
Upon completion of the Transaction, the combined company will have approximately 76.4 million issued and outstanding common shares and, Trevali and Kria shareholders will own approximately 74.2% and 25.8% of the combined company, respectively. The terms of the Transaction have been unanimously approved by the boards of directors of both Trevali and Kria.
In addition to shareholder approval, the Transaction is subject to regulatory approval and, in the case of Kria, court approval.