DRAGOON, Ariz., Dec. 22, 2003 (PRIMEZONE) -- The Directors of Nord Resources Corporation (Other OTC:NRDS) are pleased to announce that Nord Resources Corporation ("Resources") and the individual directors have agreed to a settlement of all litigation with Nord Pacific Limited (Pink Sheets:NORPF) and associated parties and have provided mutual releases for each other.
As part of the settlement agreement, Nord Pacific Limited ("Pacific") will transfer its 20% carried interest in the Johnson Camp Copper Project back to the Resources. Pacific will also withdraw and seek the dismissal of default judgments and litigation against Resources and associated persons in both the State of New Mexico Court and the U.S. District Court. Resources will seek to have the action in the Court of Queen's Bench of New Brunswick terminated and the interim order entered into against Pacific and its directors withdrawn. Four of the five persons elected to the Board of Pacific on June 28, 2003 have resigned.
Nord Resources Benefits from Nord Pacific Acquisition by Allied Gold
Pacific has entered into an agreement with Allied Gold Limited ("Allied Gold") which provides for the acquisition by Allied Gold of all the outstanding shares of Nord Pacific under a Plan of Arrangement (the "Plan"). Under the Plan, Resources will effectively receive one share of Allied Gold for each share of Pacific held which will be set forth in the proxy statement submitted to shareholders in connection with the shareholders meeting to be called to approve the Plan.
The Plan is subject to a number of conditions, including court approval of the Plan in New Brunswick, regulatory approvals in the United States, Canada and Australia and approval of the Plan at shareholders meetings for both Pacific and Allied Gold. It is currently expected that the shareholders meeting to approve the Plan will be held sometime in late May or June 2004. It is expected that the interim order of the New Brunswick Court, which will provide for the meeting of shareholders to approve the arrangement, will require a vote of 2/3 (two-thirds) of the outstanding shares and options. The Directors of Resources strongly endorse and support the Plan.
Pacific is involved in a joint venture with PGM Ventures Corporation ("PGM"), a Canadian based company, on Pacific's Simberi Gold Project and the Tabar Exploration Project, both located in Papua New Guinea. Based on current information, PGM has recently earned a 50% interest in the Simberi gold project by expending US$1,500,000 on predevelopment activities.
Recently, a Feasibility Study was completed for the Simberi Gold Project and the joint venture is taking steps to place the project into production. Pacific estimates that it will take approximately one year from construction commencement to achieve operational status.
To earn a 50% interest in the Tabar exploration project, PGM must fund US$2,000,000 in exploration activities.
Pacific's common stock closed at US$0.10 on December 19, 2003. Allied Gold's common stock closed at A$0.23 on December 19, 2003. As of that date, the currency exchange rate was US$0.735 for each A$1.00.
Allied Gold
Allied Gold is a newly listed resources company on the Australian Stock Exchange (symbol:ALD.AX) and is headquartered in Perth, Australia. It is engaged in the active exploration for, and acquisition of, gold properties. It is currently affiliated with Mineral Commodities, Inc., which is also traded on the AX (symbol:MRC.AX). Mineral Commodities is engaged in a number of projects, including the large Xolobeni heavy minerals project in South Africa.
Comments by Ronald A. Hirsch, Chairman and CEO of Nord Resources
"The basis for litigation by Resources against Pacific was primarily to protect the value of its Nord Pacific holding and avoid dilution of its interests. We believe under the plan of arrangement with Allied Gold and Nord Pacific, that this will be achieved. It will also serve to underpin the current Simberi Pacific-PGM Joint Venture agreement, allowing substantial upside potential as the parties develop the project which should be further enhanced by current higher gold prices."
"Nord Resources currently holds approximately 3.7 million Nord Pacific shares and will be able to convert a A$280,000 Pacific debt to 1.4 million additional shares under the plan of arrangement, effectively maintaining its nearly 24% stake in Pacific."
"Further, Nord Resources has received 300,000 PGM Venture Corporation shares and other consideration in conjunction with its settlement with Pacific."
Mr. Hirsch added, "With the litigation behind us, our recently announced management changes and our new directors, we can now focus on our major asset, the 100% owned Johnson Camp Copper Mine in Dragoon, Arizona. We are currently in active negotiations to advance the project, and should benefit from the rise in copper prices."
Comments by Erland A. Anderson, President and COO of Nord Resources
"The settlement of litigation with Pacific is a very positive step for Nord Resources. This action will allow Resources to move forward with our important mission: the re-development of Johnson Camp and the building of value for our shareholders. The Johnson Camp Copper Mine is a significant asset for Nord Resources and the mine is poised for a very early return to production after financing arrangements are concluded. The project can begin producing 99.999% copper cathode within three months of startup and full mining operations can commence after eight months."
"The operating team at Johnson Camp, headed by Vice President and General Manager Mike Attaway, is a seasoned group of professionals with extensive experience in the heap leaching of copper. This group is completely focused on returning Johnson Camp to production."
"We are very anxious to put Nord Resources back on the map as a producer of high grade copper cathode. At current copper prices and based on Feasibility Study forecasts, Johnson Camp can be a very profitable operation for Nord Resources."
Other Interests
Nord Resources also owns a 2.5 % royalty interest in Sierra Rutile Limited, which, based on current information, is slated to resume production of titanium dioxide in 2004. At one time, this project represented over 50% of the entire exports of Sierra Leone.
This release includes certain statements that may be deemed to be "forward-looking" statements within the meaning of the US Private Securities Litigation Reform Act of 1995. All statements released, other than statements of historical facts, that address future production, reserve potential, exploration drilling, exploitation activities and events or developments that the Corporation expects, are forward-looking statements. Although Nord Resources Corporation believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in the forward-looking statements include metals prices, exploitation and exploration successes, availability of capital and financing, and general economic, market or business conditions. Nord Resources Corporation does not undertake any responsibility to update the forward-looking statements in the future.
SOURCE: Nord Resources Corporation