Toronto, Ontario: December 10, 2010 – Lydian International Limited Lydian”) is pleased to announce that it has acquired an option to purchase the remaining 5% minority interest (the “Minority Interest”) of Lydian’s 95% indirectly owned subsidiary, Geoteam C.J.S.C. (“Geoteam”), that it does not currently own. Geoteam holds 100% of the Lydian discovered Amulsar gold property in Armenia.
In accordance with the terms of the option (the “Call Option”), Lydian has the right to purchase the Minority Interest on the earlier of December 9, 2013 and the occurrence of certain transactions, including a transaction involving a change of control of Lydian. Lydian also granted an option (the “Put Option”) to the holder of the Minority Interest, whereby he can require Lydian to purchase the Minority Interest from him at any time during the period of the Call Option. The aggregate purchase price payable by Lydian in connection with any exercise of the Call Option or the Put Option will be Cdn $500,000 in cash and 2,000,000 Ordinary Shares (the “Payment Shares”) in the capital of Lydian. The Payment Shares are issuable in eight equal installments of 250,000 Ordinary Shares beginning on December 31, 2010, the closing date of the purchase and sale of the Call Option and the Put Option. The Payment Shares will be subject to a four month hold period from the date of issue.
About Lydian International
Lydian is a gold-focused mineral exploration and development company with expertise employing “first mover” strategies in emerging exploration environments. Currently Lydian is focused on Eastern Europe and on developing its flagship Amulsar gold project in Armenia. The Amulsar group of licenses is 95% owned by Lydian’s wholly owned Armenian subsidiary (Geoteam CJSC).Lydian also has a pipeline of promising early-stage gold and base metal exploration projects in the Caucasus regions.
Lydian’s management team has a track record of success in grassroots discovery, in acquiring and developing undervalued assets, and in building companies. Lydian has a strong social agenda and a unique understanding of the complex social and political issues that characterize emerging environments. The Company’s significant shareholders are the International Finance Corporation (IFC), a member of the World Bank Group, Newmont Mineral Holdings B.V. (owned by Newmont Mining Corporation), and the European Bank for Reconstruction and Development (EBRD). More information can be found on Lydian’s web site at www.lydianinternational.co.uk.
For further information please contact:
+44 (0) 1534 747 890
This press release contains forward-looking statements regarding the proposed offering and the use of proceeds. The words “expected”, “intends”, “will” and similar words and expressions identify the forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results or developments to differ materially from those expressed by the forward-looking statements. These risks, uncertainties and other factors include, but are not limited to: the exercise of the above-noted options, if any, our financial condition and operations, market metal prices, current global financial conditions, and regulatory approvals. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management at the date of such statements, are inherently subject to significant business, economic, social, political and competitive uncertainties and contingencies. The material factors and assumptions that were applied in making the forward-looking statements in this press release include but are not limited to: up to C$12 million being sold by the underwriters, entering into of an underwriting agreement, being able to obtain all necessary regulatory approvals and the offering being completed. For additional information with respect to risks, uncertainties and assumptions, please also refer to the “Risk Factors” in the preliminary short form prospectus dated March 25, 2010 filed on SEDAR at www.sedar.com under Lydian’s profile. These forward-looking statements are made as of the date of this press release only and Lydian does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law.