VANCOUVER, BRITISH COLUMBIA -(October 14, 2008) - Mosam Capital Corp. ("Company") (TSX Venture: MOS.P) is pleased to announce that it has entered into a letter of intent with Full Metal Minerals (USA) Inc. ("Full Metal") as of October 10, 2008, wherein the Company will acquire an option to earn undivided 60% interest in and to the mineral properties comprising Full Metal's "Mount Andrew Property" located approximately 48 km west north-west of Ketchikan, Alaska (the "Acquisition"). The Company is a capital pool company and intends for the Acquisition to constitute the "Qualifying Transaction" of the company as such term is defined in the policies of the TSX Venture Exchange (the"Exchange"). The Acquisition is an arm's length transaction.
Upon completion of the Acquisition, it is expected that the Company will be a Tier 2 Mining Issuer. Full Metal is a wholly-owned subsidiary of Full Metal Minerals Ltd. a publicly traded generative mineral exploration company whose shares trade on the TSX Venture Exchange under the symbol "FMM".
Further information concerning the Company can be found in the prospectus of the Company dated November 10, 2006, which is available on SEDAR at www.sedar.com.
The Mount Andrew copper-iron deposit is located on the Kasaan Peninsula on the east side of Prince of Wales Island. The property is comprised of 15 patented federal mining claims totaling 101.5 hectares. The patented mining claims are owned by a private group, the Mount Andrew Mining Company ("MAMC"), which have no encumbrances to the title. All lands in the area of interest are privately owned through either patented mining claims or by Alaskan Native Corporations.
The historic surface workings at Mount Andrew are at the 410-meter to 435-meter elevations although there are other prospects and workings at lower elevations on the patented claims. Copper ore was first discovered on the Kasaan Peninsula by the Russians about 1865, and the first lode claims in Alaska were allegedly staked in 1867 on the Copper Queen prospect, a mile southeast of the present location of Kasaan village. The Mamie and Mount Andrew mines in the Mount Andrew's area were discovered in 1898-99 with eventual production from these two mines and the Stevenstown mine located between them totaling 5729 mt copper, 1.74 mt silver and 216 kg gold. The last production at each property was in 1918.
The Mount Andrew deposit was drilled extensively by Utah Construction & Mining (later Utah International, and now part of BHP-Billiton) (Utah) in 1957, 1958, 1960 and 1961. In 1962 Utah conducted geologic and geophysical surveys in the area, and in 1971-1972 Kaiser Resources (Kaiser) drilled the property under option from Utah.
2006 work by Full Metal Minerals included limited confirmation drilling (5 holes) in the compound mineralized zone and confirmation and exploration drilling in the North Zone. In 2007 an additional 13 holes were drilled, two in the compound mineralized zone, seven in the North Zone, one at the Peacock prospect, and three at the Rico prospect.
Exploration potential at Mount Andrew is found in the compound mineralized zone and the North Zone as presently defined, and at depths below 100 meters in both the compound mineralized zone and the North Zone. Additional potential may be present in untested or minimally tested zones near the historic Rico, Good Luck-Mayflower, Commonwealth, and Glory and North Star prospects. Reference is made to Full Metal's news release dated June 191h, 2007 for details of the results of Full Metal's 2007 exploration program.
The foregoing technical disclosure, including results of the previous exploration conducted by Full Metals, has been reviewed and compiled by Robert Mcleod, M.Sc., P. Geo., who is the Vice-President, Exploration of Full Metals and is a "Qualified Person" for the purpose of Nl 43-101. All geological information provided in t)1is press release, including all information on the Mt. Andrew Property, has been provided by management of Full Metal and has not been independently verified by management of the Corporation.
The Company anticipates carrying out a Phase 1 drilling program of approximately CA$200,000, including core drilling, mapping, soil sampling and additional gravity, with a second phase contingent on the results of Phase 1.
Subject to execution of a definitive option agreement, and other conditions of closing, the Company will acquire an option to purchase a 60% interest of the Mt. Andrew Property, the terms of which will be for four years, as follows:
Payments Shares Expenditures
First Year $50,000 upon approval 250,000 shares upon approval $ 200,000
Second Year $25,000 250,000 shares $ 400,000
Third Year $25,000 250,000 shares $1,000,000
Fourth Year $25,000 250,000 shares $1,400,000
Following the exercise of the option by the Company, the Company and Full Metals will continue under a joint venture.
Full Metal acquired an option to purchase a 100% interest in the Mt. Andrew Property in October 2006 from MAMC by completing exploration programs totaling US$800,000 (US$1 00,000 first year) over four years, paying US$21 0,000 in cash (US$30,000 first year) followed by annual US$50,000 in Advanced Royalty payments until the commencement of Commercial Production. Upon commencement of commercial production, Full Metal will pay MAMC a Net Smelter Return Royalty (NSR) of 2% of net revenues for five years, after which, the NSR will increase to of 4% of net revenues. Full Metal shall have the right to purchase one percent (1%) of the NSR at any time for one million dollars (US$ 1 ,000,000) at any time (resulting in a NSR of 1% and/or 3% of net revenues). Reference is made to Full Metal's news release dated October 13, 2006 for details of the acquisition of its interest in the Mt.Andrew property.
All required payments and share issuances to date have been made by Full Metal to MAMC and the agreement between Full Metal and MAMC is in good standing.
Directors and Insiders
Upon completion of the Acquisition, it is anticipated that the Company's board of directors will consist of Mr. Bob Baxter, Mr. Patrick Downey and Mr. Brian Kerzner. The only insiders of the Company following completion of the Acquisition will be the three board members plus the Chief Financial Officer and Secretary. The following is a brief summary of the board of directors:
Mr. Baxter has been a director of the Company since February 2006
Mr. Baxter has over 20 years of experience in the mining industry (principally in Latin America). Mr. Baxter is a director and President of Norsemont Mining Inc., a company listed on the TSX. Mr. Baxter is also a director of Chariot Resources Ltd. and of Petaquilla Minerals Ltd., both companies listed on the TSX. Mr. Baxter was the General Manager of Baxter Consultants Engineering (a consulting company providing project appraisals to mining companies located primarily in Peru) from September 2000 to June 2002, the Business Development Coordinator Americas for North Limited (a senior Australian mining company acquired by Rio Tinto PLC in October 2000) from May 2000 to September 2000, the Regional Geologist, Americas for North Limited from June 1999 to May 2000 and the Regional Manager (Chile/Argentina) for North Limited from November 1996 to June 1999. Mr. Baxter has an Applied Bachelor of Science (Honours) degree from the University of New South Wales.
Mr. Downey has been a director of the Company since January 2008
Mr. Downey is the President and Chief Executive Officer of Aura Minerals Inc., a company listed on the TSX. Mr. Downey was President, Chief Executive Officer and Director of Viceroy Exploration Ltd. prior to its acquisition by Yamana Gold Inc. in 2006 for $600 million. Prior to that, he was President of Consolidated Trillion Resources Ltd. and Oliver Gold Corporation, where he negotiated the successful merger to form Canico Resource Corp., which was purchased in 2006 by CVRD for over $800 million. He has held senior engineering positions at several large-scale gold mining operations and has also held operating positions at several mining projects for Anglo American Corporation in South Africa.
Mr. Kerzner has been a director of the Company since February 2006
Mr. Kerzner has over 20 years of experience as a successful entrepreneur in retailing and real estate. Mr. Kerzner is the founder and president of Rocky Mountain Chocolate Factory Canada Inc., which operates retail chocolate stores from coast to coast. He has also founded several other private companies that have completed extensive residential and commercial developments in Toronto, Phoenix, Whistler and Vancouver. Mr. Kerzner is a director of Norsemont Mining Inc., a company listed on the TSX. Mr. Kerzner has been extensively involved in providing seed capital for many successful public and private companies in the resource, environmental and technology sectors. Mr. Kerzner is an honours graduate of the University of Toronto bachelor of commerce program.
Sponsorship of Qualifying Transaction
Sponsorship of a qualifying transaction of a capital pool company is required by the Exchange unless exempt in accordance with the policies of the Exchange. The Corporation will apply for an exemption from sponsorship requirements on the basis that the Acquisition is a Canadian based resource venture and as such falls within the sponsorship exemptions of the Exchange policies. However, there is no assurance the Company will obtain this exemption.
Conditions of the Acquisition
Completion of the Acquisition is subject to a number of conditions including, but not limited to, Exchange acceptance and, if required by Exchange policies, majority of the minority shareholder approval. Where applicable, the Acquisition cannot close until the required shareholder approval is obtained. There can be no assurance that the Acquisition will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Acquisition, any information released or received with respect to the Acquisition may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered
In accordance with Exchange policy, the Company's shares are currently halted from trading and will remain so until such time as the Exchange determines, which, depending on the policies of the Exchange, may not occur until the completion of the Acquisition. The foregoing technical disclosure has been reviewed and compiled by Robert Mcleod, M.Sc., P. Geo, V.P. Exploration of Full Metal who is a "qualified person" for the purpose of Nl 43-101. All geological information provided in this press release, including all information on the Property, has been provided by management of Full Metal and has not been
independently verified by management of the Company.
FOR FURTHER INFORMATION PLEASE CONTACT:
Mr. Robert Baxter, Director
Mosam Capital Corp.
Telephone: (778) 928-1864
The TSX Venture Exchange has not reviewed nor accepted responsibility for the adequacy or accuracy of the contents of this news release which has been prepared by management