RENO, Nev., Dec. 12 /PRNewswire-FirstCall/ -- Hemisphere Gold Inc. ("Hemisphere") (Pink Sheets: HPGI), a gold exploration, property acquisition and mining development company is pleased to announce that Mr. Allen Schwabe has been appointed director and President of the Company as of December 11, 2007. Mr. Schwabe's appointment comes in part through the agreement reached between the Company and Marken Capital Corp. ("Marken") enabling the Company to retain an interest in Marken's wholly-owned subsidiary Orion Resources NV ("Orion") which holds the Suriname properties.
Under the terms of an original acquisition agreement between Hemisphere and Marken, dated November 12, 2006, Hemisphere, through its major shareholder, was required to provide US$2,000,000 funding to Orion in order to acquire 100% of the shares and assets of Orion from Marken. Hemisphere has been unable to meet the full funding requirement by the required date and as such was in default providing Marken the right to cancel the acquisition agreement. In a negotiated settlement and release, Marken recognized Hemisphere's contribution to the Orion project and has granted Hemisphere a 7.5% non-dilutive interest in Orion for the funds that Hemisphere has advanced to date. The non-dilutive interest will be held in trust by Marken or its nominee. As part of the agreement, all intercompany debts will be forgiven between Hemisphere and Orion and funds advanced will be treated as a cost of the investment. In addition, 21,454,835 shares of Hemisphere, issued to Marken shareholders through the acquisition agreement (the "Marken Shares") will be returned to treasury of Hemisphere for cancellation.
Management of Orion shall continue under the same team that has been in place and as a result Jean Pomerleau, Riaz Sumar, and Dennis Lapoint have resigned from all positions with Hemisphere.
Allen Schwabe, newly named President and Director of Hemisphere stated, "Although the Company was unable to provide the full required funding to Marken providing Marken the right to cancel the acquisition agreement without any recourse, we are pleased that Marken has agreed to calculate the capital invested into the Orion Project by Hemisphere, enabling Hemisphere to retain a valuable interest while also returning the Marken Shares to treasury for cancellation. With this asset in the Company which is non-dilutive and will require no management or capital investment, we are excited to move forward in reviewing a number of potential new property and project acquisitions currently being presented to us."
About the Company
Hemisphere Gold Inc. is in the business of exploration and acquisition of gold properties in some of the world's best gold districts. The Company's objective is to take advantage of high-yielding untapped mineral producing properties through exploration and acquisition. Hemisphere is committed to maintaining environmental stewardship, occupational safety and corporate responsibility.
For more information, please visit http://www.hemispheregold.com/
This press release may contain forward-looking statements which are pursuant to the safe harbour provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that actual results may differ materially and all forward-looking statements involve risks and uncertainties including, without limitation, risks associated with the Company's financial condition and prospects, risks associated with mining exploration, risks of governmental legislation and regulation, risks associated with technological changes, risks associated with dependence on third parties, risks relating to international operations, delays in testing and evaluation of products and risks associated with competition.
