edited by moneyam

Share Purchase and Option Agreement (Dimension Resources)



TIDMDMR

RNS Number : 6691R
Dimension Resources Ld
05 May 2009

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5 May 2009


DIMENSION RESOURCES LIMITED


("Dimension Resources" or the "Company")


Share Purchase and Option Agreement


Dimension Resources, the natural resources company, announces that it has agreed
to expand its portfolio of interests in African mining companies by the
acquisition of an 18 per cent. stake in Societe Congo Mining Company Sprl
("Geminaco"), a company which owns exploration rights in the Democratic Republic
of Congo, from its controlling shareholder, African Mining Investments Ltd.
This is in line with Dimension Resources' existing strategy for expansion.


African Mining Investments Ltd is a newly formed company intended to facilitate
this deal, and its share capital will actually be issued between now and
completion. There are a number of shareholders, none of whom controls it
individually, but as a group it is controlled by the founder directors of
Geminaco, Paul Lemmon, J. Franis Lalonde and Bernard J. Tourillon, who will
hold about 75% between them. Their CVs are below.


Dimension Resources will issue 124,339,876 new ordinary shares ("Consideration
Shares") as consideration for the stake in Geminaco. The contract is conditional
on a fund raising by the Company of GBP200,000 by 30 May 2009. The Consideration
Shares will rank pari passu with the Company's existing ordinary shares and
their admission to trading on AIM is expected to take place following
completion. The percentage of the Company's total issued share capital
represented by the Consideration Shares will be announced on completion.


In addition, Dimension Resources has been granted an option, which is valid for
two years from the date of the agreement, over the balance of the issued share
capital in Geminaco. The Company will issue a further 342,062,667 new ordinary
shares at 0.5p per share on exercise of the option. Should the Company choose to
exercise this option, it is likely that this would constitute a reverse
transaction under Rule 14 of the AIM Rules for Companies and shareholder
approval would be sought.


Geminaco is a gold exploration company, which owns the rights to 6 Exploration
permits (Permis des recherces) PR in the Eastern Democratic Republic of Congo.
The permits total approximately 235 sq km, ranging in size from 12sq.km.to 108
sq, km. in area and the permits are numbered as follows west to east; PR 8500,PR
7971, PR 7811, R 7587, PR 8501 & PR 7972. The PRs are stuated in the territory
of Walikale, District of North Kivu, Territory of Punia, District of Maniema,
Territory of Banalia, District of Tshopo, Territory of Masisi, District of North
Kivu and Territory of Rutshuru, District of North Kivu.


Brian Moritz, Non-executive Chairman of Dimension Resources, said,


"We are delighted to announce this stake in Geminaco, which represents an
exciting development in our strategy to invest in complementary mining
businesses. We look forward to supporting the Geminaco's further development."


Contacts:
Brian Moritz (Chairman) 07976 994300
Colin Aaronson (Grant Thornton - Nominated Adviser) 020 7728 2942
Controlling shareholders of African Mining Investments Ltd


J. Franis LALONDE, P.Eng


Mr. Lalonde is a civil engineer with international experience having worked for
various world renowned construction and engineering companies such as
SNC-Lavalin based in Canada and BOUYGUES Travaux Publics based in France. He
also participated to the development of international markets for POMERLEAU
Group, a Quebec-based construction company. He has conducted business
extensively throughout Africa and the Middle East on behalf of these companies
since 1986. He was involved with the construction of several projects as varied
as toll road highways, high voltage power lines, hydro-electric dam, heavy
industrial projects and commercial high rises.


He also has held various board positions with business ventures and charitable
volunteer organisations as well as partisan politics in Canada, where he was
President of the Liberal Federal Association of the LaSalle-Emard riding
represented at the Canada House of Commons by The Right Honourable Paul Martin.
Mr. Lalonde has consider experience in the Democratic Republic of Congo.


Bernard J. Tourillon, M.BA


Mr. Tourillon is President and CEO of Uranium Bay Resources Inc. (TSX: UBR), and
Executive Vice-president and CFO of Afri-Can Marine Minerals Corporation (TSX:
AFA). Mr. Tourillon, B.A.A.; MBA joined Uranium Bay in 2006, where he has been
instrumental in transforming the Corporation into a significant player into the
Uranium exploration field in Quebec, and he joined Afri-Can in 1994 as Executive
Vice President and CFO, where with Mr. Leill he has been instrumental in
transforming the Corporation into a significant participant in the marine
diamond exploration industry in Namibia. He has 18 years of experience in
resources development managing, international finance, manufacturing and
brokerage.


Paul Lemmon P.Geo, ProfGrad IMMM, FGS


Mr. Lemmon is Chief Geologist Fundy Minerals and serves as Chief Technical
Officer of Crystal River Resources PLC and Executive Director of the Canadian
Liberian Humanitarian Foundation. Lemmon has experience in Canada, US oil and
gas exploration, Liberia, Mali, South Africa, Tanzania, DR Congo, and Guyana.
Lemmon has been a member of the Prospectors & Developers Association for many
years, and member of the Canadian Institute of Mining, Metallurgy & Petroleum.
Lemmon is a graduate in Geology from Mount Allison University, and studied at
Universite of Strasbourg. He is a Professional GeoScientist with the New
Brunswick Association of Professional Engineers and GeoScientists, and Fellow of
the Geological Society of London (UK), and Professional Graduate of the UK
Institute of Materials, Minerals and Mining.



This information is provided by RNS
The company news service from the London Stock Exchange
END

ACQIIFVTELIEIIA

Just bought 250,000 shares at 0.40p, was v.hard to buy and had to ring broker up.

what was the bid ... offer price ?

0.30 .... 0.60 , so you need for them to go up 100 % + cost of buying before you break even. just the type of share to pump & dump.

Got another 50,000 shares at 0.58p just now, that's all I could buy online. 0.30-0.60p.

The below post thanks to Dusseldorf on ADVFN:-

'Uncertainty about future has been removed. This appears to be the first part of a multi prospect strategy by DMR, I'm assuming further prospects will come on stream as time progresses.

The options to aquire the entire gold mining prospects are at 0.5p and at circa 500,000, this is far too 'cheap' for such potential value. IMO the price and subsequent fundraising will be in pennies and not parts thereof. Remember white nile? reverse acquisition of prospects in unstable land at sub 1p went to over 100p

DRC is unstable, but the potential is huge. The guys who are pushing this prospect through have experience in the area'.

Dusseldorf is Sue Helen ..... well known on the boards as a pump & dumb merchant.

Can buy online now, 250K at 0.35p vs 150K at 0.55p.

Aldwickk..squelched and being reported for that accussation.

So Treacle28 is another one of your names....

Smaller spread now....250K at 0.40p vs 100K at 0.60p now.

trying to dump the shares you got stuck with last year smiler? LOL
Odd how you can complain to AM about anything, seeing that you were banned under another alias! Roflmao :)

Picked up another 25K at 0.58p. My buying finished for now with 325,000 holding and will be keen to see some coverage apperaring on sites like minesite and pro-active investors.
500K at 0.30p or 250K at 0.40p vs 100K at 0.60p. Tomorrow morning should be fun if the spread reduces.

Screen spread will hopefully narrow at some point to online prices.

350000? What happened to the 500000 you had last year as the SP remained rock bottom despite your ramps?

pth we all know what happens if we get stuck in treacle.

It's a completely different animal now - prior rises were on the back of pure speculation, the company still had no business. Now the company has laid out it's plans and made its 1st purchase. Don't think it will be too long before we hear of further purchases, small stakes in African mines with the view to acquiring them through share issue...

I maintain the option price for the rights is a great price at 0.5p, this IMO is a significant discount to the fair value of those prospects - with some data to back up extract potential, I believe multiples of the current price will be easily achieved.

Aldwickk, I don't believe Treacle is Dussledorf.

Duss specialises in these sorts of micro stocks and tends to take large long term positions (I understand he has a notifiable position in DMR). Treacle is indeed SueHelen plus many other aliases such as Smiler and Laila etc etc (too numerous to mention). You can see that Treacle bought this rubbish in 2005 and has attempted to pump and dump it ever since without any success. Incidentally the comment 'DMR is a different animal' was posted by Duss, Treacle is unable to form his own opinion, he constantly cuts, copies and pastes from financial BB to financial BB.

Gold
The Archaean Congo Craton has two major gold belts; the Kilo-Moto gold belt in Oriental province in the northeast and the Twangiza-Namoya gold belt in Kivi province, in the east of the country, while recently, gold exploration has also focussed on Katanga province in the southeast. Current estimated resources in Twanziga-Namoya gold belt are 20.1Moz, while historical production from the Kilo-Moto belt is approximately 11Moz. In the early 1990s, official DRC gold production was estimated at 300,000oz to 325,000oz, but shrank to
165,000oz in 2004.

Ibrali International has been awarded exploration tenements totalling 4,550 km squared in the Kalemie region, north of their Dikulushi (Cu-Ag) project in Katanga province. These are held under the new Mining Law introduced in 2003. The properties are located south of the Twangiza and Namoya deposits, which have combined indicated resources of 7.5 million ounces of gold.

DR Congo: Mineral Production
There are no reliable statistics for formal mineral production in DR Congo.
The production for diamonds is problematical and under reported. There may be considerable artisanal gold output with much lesser production from the formal sector. In 2003, cobalt production was reported at 1,200t contained metal and 52,000t copper, from mine leaching operations.

DR Congo: Outlook
While the geological prospectivity for other minerals remains good and continues to be under explored, present attention is focussed on copper-cobalt, diamonds, gold, and tantalite in well known areas. That situation is likely to change with increasing political and civil stability.
Excellent opportunities exist for the discovery and development of other commodities such as zinc, manganese and chrome

http://www.ibraliinternational.com/congo-gold-mining.htm