Southern Hemisphere Mining Limited (TSX VENTURE:SH)(ASX:SUH) has announced that it has today formally documented an agreement with Centralian Mining Pty Ltd. to acquire 25 concessions or licenses located in Chile which are prospective for iron sands.
Pursuant to the terms of the Centralian Agreement, the Company has agreed to issue a total of 1,301,700 common shares of the Company to Centralian at a deemed price of C$0.523 per share (for total deemed consideration of C$680,402).
Centralian is a private company controlled by Trevor Tennant, James Pearson and Eduardo Venezuela, each of whom is a director of the Company. Therefore, as the proposed acquisition constitutes a non-arm's length transaction, the terms of the Centralian Agreement have been reviewed by the independent directors of the Company who have determined that such terms are fair and reasonable to the Company.
The completion of the acquisition of the Iron Sands Concessions pursuant to the terms of the Centralian Agreement is subject to shareholder approval and the approval of the TSX Venture Exchange. An independent expert's opinion on the indicative value of the Iron Sands Concessions was commissioned by the Company. The expert's opinion favorably supported the value of the transaction.
The board of directors of Southern Hemisphere has called an annual and special general meeting of shareholders to be held on November 25, 2010 for the purpose of conducting the annual business of the Company and for the purposes of seeking the approval of the Centralian Agreement from the disinterested shareholders of Southern Hemisphere (the "Meeting"). The Meeting has also been called for the purposes of seeking the approval of the C$20/A$20 million capital raising previously announced by the Company.
The board has fixed the close of business on October 26, 2010, as the record date for the purposes of determining the holders of Common Shares entitled to receive notice of and to vote at the Meeting.
Source: Southern Hemisphere Mining Limited