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IMPACT Silver Corp. ("IMPACT") is pleased to announce it has amended the terms of agreement for purchase of Royal Mines of Zacualpan Silver Project from an asset purchase to a share purchase. Under the amending agreement, IMPACT has also established detailed protocols for the exercise of its option and closing of the purchase transaction.
Under the amending agreement, IMPACT, through its 100% owned Mexican subsidiary, may purchase all the outstanding shares of the private Mexican company which owns the Zacualpan mine and associated assets. Under the original agreement, IMPACT had already paid US$99,000 and issued 200,000 of the total 300,000 shares of IMPACT issuable to the vendors. The purchase price under the amending agreement is, in addition to the US$99,000, a further US$1,159,000 plus the amount equal to US$730,000 minus the Net Debt in the Mexican company as of three days prior to the closing date. An advance payment of US$159,000 is due within seven days of acceptance for filing of the amending agreement by the TSX Venture Exchange. The balance of the purchase price, including the issuance of the further 100,000 shares of IMPACT, is due on the closing date. IMPACT will also reimburse the vendor for costs incurred through the closing date on construction of a lower adit (tunnel) at the Compadres Mine designed to access deep high grade mineralization discovered during IMPACT's drill program earlier in the year. These costs to date are about US$63,000 for site preparation, connection to grid electric power and excavation of the first 10 meters of the adit.
The amending agreement has a closing date of January 16, 2006 for the purchase of the Zacualpan mine and associated assets. At IMPACT's option, the closing date may be changed to February 16, 2006 or March 16, 2006 or April 16, 2006. If IMPACT does not complete the purchase by April 16, 2006, the agreement terminates. IMPACT may close the purchase on six days notice prior to the designated closing date.
The amending agreement describes in detail the purchase protocols and transition period to IMPACT ownership. By purchasing the operating company, the mining and processing operations can continue without interruption. Contracts for services, mineral sales and mine workers remain intact as well as all operating permits. Other benefits to IMPACT include the acquisition of additional surface rights (real estate) in the areas of mining.
As under the original agreement, after the purchase, IMPACT will continue to lease the processing plant and some central claims which include the operating Guadalupe Mine under the current contracts. Certain mining equipment is excluded from the agreement and will be the subject of a rental contract by IMPACT from the vendors.
The amending agreement is subject to acceptance for filing by the TSX Venture Exchange, no later than January 31, 2006. Upon receipt of said acceptance IMPACT intends to give notice to close the purchase.
As part of the expansion of its management team, the Company also advises it has appointed Mr. Richard Younker, MBA, CA, as Chief Financial Officer.
IMPACT Silver Corp. is a silver focused exploration and development company with projects in Mexico and the Dominican Republic. Energold Drilling Corp. (EGD:TSX.V) holds 6,205,001 shares of IMPACT.
On behalf of the Directors of IMPACT Silver Corp.
"Frederick W. Davidson"
For further information please contact:
President
Darrell Rader, Corporate Development
Telephone: 604-681-9501
The TSX Venture Exchange has neither approved nor disapproved this news release.
900-543 Granville St.
Vancouver, BC., Canada V6C 1X8
www.IMPACTSilver.com
Telephone 604 681-9501
Facsimile 604 681-6813
inquiries@impactmin.com
