Manhattan to reorganize (February 04, 2005)

Unfortunate Manhattan Minerals (MAN-T) will reorganize and change its name under resolutions approved by its shareholders at an extraordinary general meeting.

The meeting approved a change of name to Mediterranean Minerals, the sale of the company’s Peruvian assets, including the ill-fated Tambo Grande property, and a resolution allowing private placement share issues to refinance the company.

Tambo Grande, where Manhattan and the Bureau de Recherches Gologiques et Minires had proved up a significant copper, zinc, gold and silver resource, was stalled by a combination of factors including permitting, local and foreign opposition, and difficult financing. Last November, Manhattan, which had put US$60 million into the project, announced it had reached terms with Solar Energy (SLRE-O) to take over Tambo Grande and two other Peruvian properties, Lancones and Papayo, in exchange for US$600,000 the assumption of $2.4 million in promissory notes Manhattan had issued, and a 2% net smelter return.

A September 2004 deal with Teck Cominco (TEK-T) gives Manhattan an option on two properties in Artvin province in northeastern Turkey. Manhattan’s obligations under the agreement — which make the financings necessary — are to issue 422,000 shares to Teck, pay US$550,000 or the equivalent in shares over a two-year period, and do US$2-million worth of exploration work, divided equally over two years.

There is a US$2-million payment due Teck if a property is brought to commercial production, a sliding-scale royalty on gold production (1.5% of net smelter return at gold prices below US$425 per oz. and 2% above US$425), and a 1.75% net smelter return on metals other than gold.

The meeting also approved housekeeping resolutions to comply with changes to British Columbia corporate law, an addition of 1 million shares to the executive compensation plan, and a slate of four directors, Peter Guest, John Clarke, Bryan Morris and Bruce McKnight.