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Afri-Can Marine Minerals Receives Approval for Acquisition of Shares of Thyme Investment

Afri-Can Marine Minerals Corporation (TSX VENTURE:AFA) announces that it has received conditional approval from the TSX Venture Exchange regarding the acquisition of the shares of Thyme Investment Ltd, the owner of EPL 3403 marine diamond concession in Namibia, previously announced in a press release dated October 12th, 2010.

EPL 3403 covers about 800 square kilometres and is adjacent to the north of the Atlantic One Mining Lease ("ML") 47 (owned by Namdeb Diamond Corporation (Pty) Limited, a 50:50 partnership between the Government of the Republic of Namibia and De Beers Centenary AG), which is the largest marine diamond deposit in the world (see attached maps) ML 47 is currently producing in excess of 1,100,000 carats per year.

In order to obtain the approval of the TSX Venture Exchange and complete the transaction, Afri-Can must receive approval from its shareholders for the acquisition by Afri-Can of up to 100% of the issued and outstanding share capital of Thyme Investments (PTY) Ltd, including the issuance of an aggregate of 65,000,000 new common shares of Afri-Can and the creation of a control shareholder that could result from the issuance of those shares.

Furthermore, the TSX Venture Exchange requires that an independent revision of the National Instrument 43-101 compliant qualification report submitted by Mr. Richard Foster of Delmar Geoservices Ltd. and disclosed in the press release dated November 10th, 2010 be filed on SEDAR. The revision is presently being prepared by VP3 Geological Services (Pty) Ltd of South Africa and will be completed before Afri-Can's forthcoming Annual General and Special Meeting of Shareholders on January 26th, 2011.

The Notice and Information Circular for the Annual General and Special Meeting of Shareholders and the form of proxy related to matters to be discussed at the Meeting to be held on January 26th, 2011, have been mailed to our shareholders.

As the acquisition of Thyme Investment (PTY) Ltd is conditional upon the approval by Afri-Can Shareholders to be obtained no later than January 26th, 2011, Afri-Can, International Dredging and Holding Ltd ("IMDH") and BV Investments Four Hundred and Nine (Pty) Ltd. ("BVI") have agreed to amend the original agreement (the "Agreement").

The amendment states that:

  • The minimum funding for exploration to be raised by Afri-Can by December 31st, 2010 as provided in the Agreement has been modified whereby Afri-Can now undertakes (a) to raise US$2 million by January 31st, 2011, and (b) to raise the balance of US$3.5 million by March 31st, 2011.
  • In consideration of (a) above, Afri-Can shall have the option to acquire 20% (twenty percent) of the shares of Thyme Investment (PTY) Ltd within a period ending 30 days after the said US$2 million has been utilised in exploration on EPL 3403 pursuant to the Agreement (the " 20% Option").
  • In the event the 20% Option is exercised by Afri-Can, the commensurate number of New Shares of Afri-Can will be issued to IMDH and BVI pro rata in accordance with the Agreement.
  • The transfer of the balance of the shares of Thyme Investment (PTY) Ltd and the issue of the balance of the New Shares of Afri-Can shall only become effective upon the raising of the US$3.5 million as referred to in (b) above.

The sampling work on EPL 3403 will start as soon as possible after the closing of transaction and related financing. A detailed work programme and schedule will be disclosed to our shareholders as soon as technically feasible.

Mr. Pierre Léveillé, President and CEO of Afri-Can, stated that, "The amended terms of the transaction suggest serious value for our shareholders, enhanced by our strategic alliance with IMDH with its proven track record in the marine sampling and mining industry."

Source: Afri-Can Marine Minerals Corporation

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