IMX Resources signs heads of agreement in relation to the sale of Mt Woods Copper-Gold JV interest and associated tenements to OZ Minerals

Monday, Nov 19, 2012

IMX Resources Limited (ASX:IXR)(TSX:IXR)(TSX:IXR.WT)('IMX' or 'the Company') is pleased to announce that it has entered into a non-binding heads of agreement with OZ Minerals Limited ('OZL') outlining the terms for the proposed sale of its 49% interest in the Mt Woods Copper-Gold Joint Venture to OZ Exploration Limited Pty Ltd ('OZ Exploration'), a wholly owned subsidiary of OZL.

IMX and OZ Exploration are parties to the Mt Woods Copper-Gold Joint Venture whereby OZ Exploration have committed to spend $20 million over 5 years to retain a 51% interest in the non-iron rights on IMX's Mt Woods tenements in South Australia. As at 30 September 2012, OZ Exploration has spent approximately $14 million of the $20 million.

Under the commercial terms set out in the Heads of Agreement ('HoA'), and subject to execution of binding transaction documents and the various approvals and consents noted below, OZL agrees to pay IMX $5 million cash. In addition, upon the required IMX shareholder approvals being obtained and completion of the transaction, IMX and OZL have agreed to cancel the 33,909,000 IMX ordinary shares held by OZL. Nil cash consideration will be payable by IMX to OZL for that cancellation, however, IMX expects to issue 33,909,000 replacement shares in the coming days to new investors. The issue of new shares to off-set the share cancellation will mean that the total funds derived from the sale, share cancellation and capital raise will be approximately $8.7 million, with (assuming completion occurs and IMX shareholder approval is obtained) no overall increase in issued capital or dilution to existing shareholders. Until such time as shareholder approval is obtained and completion occurs there will, however, be an intervening period where the issued capital will increase above the 362 million shares currently on issue.

Managing Director Neil Meadows said, "This agreement provides an elegant and equitable solution to the dissolution of the Mt Woods Joint Venture with OZ Minerals and allows both parties to walk away winners. IMX receives a significant injection of cash and we smoothly manage the exit of a major shareholder from our register and introduce new investors through a placement, without any dilutionary impact on our existing shareholders."

Source: Marketwire