Sherwood Copper Corporation (TSX VENTURE:SWC)(TSX VENTURE:SWC.DB) today
announced that it has set November 14, 2008 as the date for a special meeting of
its shareholders to vote in respect of the business combination with Capstone
Mining Corp. (TSX:CS), details of which were announced on September 8, 2008.
Since the date of the announcement, Sherwood's management has had discussions
with the majority of its shareholders, who have indicated that they intend to
support the transaction at the special meeting. Indications are expressions of
intent and do not represent firm commitments and no lock up agreements have been
entered into.


Transaction Rationale

Sherwood and Capstone also reiterated the benefits of the business combination
by noting the following combined company attributes:


- Two high grade, low cost mining operations in pro mining jurisdictions -
Sherwood's Minto copper-gold mine and Capstone's Cozamin copper-silver mine;


- Pro forma combined production of 37 million pounds of copper in concentrates
at total cash costs of US$0.97 per pound in the first half of 2008 with higher
production anticipated in the second half as both operations complete their ramp
up to their expanded capacity;


- Pro forma cash flow from operations of US$75.7 million in the first half of 2008;

- Forecast production of 85 million pounds of copper in concentrates in 2008,
increasing to 110 million pounds in 2009, with significant by-products of gold,
silver, lead and zinc;


- Forecast total cash costs of under US$1.00 per pound of payable copper in 2008
and 2009, including all off-site costs and net of by-product credits;


- Continued focus on organic growth through exploration at existing mines, where
resources have increased substantially over the past three years even before
incorporating the results of major exploration programs carried out at both
mines in 2008;


- Well funded pro forma combined entity, with exceptional cash flow generating
capacity, that is well positioned to fund (a) continued growth at existing high
grade Minto and Cozamin mines, (b) the advancement of the high grade Kutcho
copper project towards a production decision, and (c) accretive merger and
acquisition opportunities;


- Significant downside protection through the combined forward sales positions
that extend into 2011 and beyond, yet with significant upside leverage to metal
prices since more than half of the production will be delivered at spot prices
during that period, before accounting for proposed production expansions (which
would increase exposure to spot prices);


- A combined management team with complementary experience and a proven track
record of building and profitably operating mines to create shareholder wealth,
supported by a seasoned and experienced board of directors;


- Enhanced market exposure for Sherwood's shareholders through access to
Capstone's TSX listing and increased weighting in the TSX composite index.


Sherwood and Capstone believe that their shareholders will benefit from the
tax-effective combination of the two companies and the creation of a
significantly enhanced business platform.


The special meeting of Sherwood's shareholders will be held in the offices of
Sherwood's counsel, Dumoulin Black, on the 10th floor of 595 Howe Street,
Vancouver BC at 10:00 AM on November 14, 2008. Additional information will be
provided in the information circular to be mailed to Sherwood's shareholders in
October 2008.


About Capstone Mining

Capstone is a Canadian based mining company currently operating the 100% owned
Cozamin copper-silver-lead-zinc mine located in Zacatecas State, Mexico. The
Cozamin Mine produced 6.7 million pounds of copper at a total cash cost of
US$0.90 per pound in the three months ended June 30, 2008. Capstone has
approximately 80.3 million shares outstanding and is well financed with no bank
debt, and approximately US$100 million in working capital and marketable
securities as of June 30, 2008, based on current share prices.


Additional information on Capstone Mining and its Cozamin Mine is available on
Capstone's website at http://www.capstonemining.com.


About Sherwood Copper

Sherwood Copper's objective is the profitable production of base and precious
metals from high grade, open pit mines in Canada. Sherwood's first operating
mine, the high grade Minto copper-gold mine in Yukon, Canada, was built on
budget and ahead of schedule. The Minto Mine is one of the highest-grade open
pit copper-gold mines in the world, and is a low cost producer. Aggressive
exploration on the Minto property has yielded significant success, providing
Sherwood the opportunity to 'grow from within' by expanding the resource and
reserve base, potentially leading to further production increases. To further
accelerate its production growth, Sherwood intends to pursue merger &
acquisition opportunities that fit its business model and, in May 2008, Sherwood
acquired 100% ownership in Western Keltic Mines (now Kutcho Copper Corp.), owner
of the high-grade Kutcho copper-zinc-gold-silver deposit in northwestern British
Columbia. Sherwood expects to lever off its successful development of the Minto
Mine and rapidly advance the Kutcho project to a production decision. Sherwood
has also agreed to combine with Capstone Mining, subject to requisite
shareholder and regulatory approvals, creating a new low cost, growth oriented
copper producer with two high grade mines and a strong balance sheet.


Additional information on Sherwood and its Minto Mine can be obtained on
Sherwood's website at http://www.sherwoodcopper.com.


Forward-Looking Statements

This document may contain "forward-looking statements" within the meaning of
Canadian securities legislation and the United States Private Securities
Litigation Reform Act of 1995. These forward-looking statements are made as of
the date of this document and Capstone Mining Corp. and Sherwood Copper Corp.
(hereinafter referred to as the "Companies") do not intend, and do not assume
any obligation, to update these forward-looking statements.


Forward-looking statements relate to future events or future performance and
reflect management of the Companies' expectations or beliefs regarding future
events and include, but are not limited to, statements with respect to the
estimation of mineral reserves and resources, the realization of mineral reserve
estimates, the timing and amount of estimated future production, costs of
production, capital expenditures, success of mining operations, environmental
risks, unanticipated reclamation expenses, title disputes or claims and
limitations on insurance coverage. In certain cases, forward-looking statements
can be identified by the use of words such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "does not anticipate", or "believes", or variations
of such words and phrases or statements that certain actions, events or results
"may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or
the negative of these terms or comparable terminology. By their very nature
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the Companies to be materially different from any future results, performance or
achievements expressed or implied by the forward-looking statements. Such
factors include, among others, risks related to actual results of current
exploration activities; changes in project parameters as plans continue to be
refined; future prices of resources; possible variations in ore reserves, grade
or recovery rates; accidents, labour disputes and other risks of the mining
industry; delays in obtaining governmental approvals or financing or in the
completion of development or construction activities; as well as those factors
detailed from time to time in the Companies' interim and annual financial
statements and management's discussion and analysis of those statements, all of
which are filed and available for review on SEDAR at www.sedar.com. Although the
Companies have attempted to identify important factors that could cause actual
actions, events or results to differ materially from those described in
forward-looking statements, there may be other factors that cause actions,
events or results not to be as anticipated, estimated or intended. There can be
no assurance that forward-looking statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated
in such statements.


Accordingly, readers should not place undue reliance on forward looking statements.

Sherwood Copper Com Npv (TSXV:SWC)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more Sherwood Copper Com Npv Charts.
Sherwood Copper Com Npv (TSXV:SWC)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more Sherwood Copper Com Npv Charts.