Vancouver, B.C., April 16, 2007-- Panoro Minerals Ltd. ("Panoro") is pleased to provide an update on its previously announced financing disclosed on March 5, 2007. Following the signing of a sales purchase agreement to acquire all of the outstanding shares of Cordillera De las Minas S.A. ("CDLM"), Panoro has retained a syndicate led by Research Capital Corporation and including Canaccord Adams Inc. (together the "Agents").
The offering will be a private placement for up to C$30,000,000 of subscription receipts (the "Subscription Receipts") of Panoro. Proceeds from the Subscription Receipts will be held in escrow until closing of the acquisition, which is expected to take place on or before June 2, 2007. Immediately prior to the closing of the acquisition each Subscription Receipt will be automatically exchanged for one unit (a "Unit") of Panoro. Each Unit will consist of one common share (a "Common Share") of Panoro and one-half of a common share purchase warrant (a "Warrant") with each full Warrant entitling the holder thereof to acquire one additional Common Share of Panoro for a period of 24 months following closing of the financing. The price per Subscription Receipt and the exercise price of the Warrants will be determined in the context of the market. The Subscription Receipts and underlying securities are subject to a four-month hold period following closing of the financing.
For consideration for their services, the Agents will receive a cash commission equal to 7% of the gross proceeds of the offering and broker warrants entitling them to purchase 10% of the number of Subscription Receipts sold.
Panoro will use the net proceeds from the offering to finance the acquisition of CDLM, for exploration and development purposes and for corporate and general purposes.
CDLM Acquisition
On March 2, 2007, Panoro signed a binding Purchase and Sale Agreement to acquire all of the outstanding shares of CDLM, a Peruvian corporation from CVRD International S.A. and El Tesoro (SPV Bermuda) Limited, a wholly owned subsidiary of Antofagasta PLC.
CDLM is the 100% owner of a 43,792 hectare portfolio of 13 properties located in the Andahuaylas -- Yauri Belt of Peru south of Cuzco where a number of recently discovered significant porphyry copper and copper-gold deposits are in various stages of advanced exploration or pre-development. The portfolio includes the advanced stage Cotabambas and Antilla projects for which SRK Consulting has respectively estimated an Inferred Mineral Resource of 90 million tonnes at a grade of 0.77% copper and 0.42 grams of gold per tonne (at a cut-off grade of 0.4% copper) and, in the case of Antilla, a target with potential for approximately 135 million tonnes at grades ranging from 0.6 -0.75% copper. The potential to expand and upgrade these estimates with drilling is considered to be excellent and several of the other projects in the portfolio are also at a drill-ready stage.
The reader is cautioned that the potential quantity and grade of exploration targets as described in this release are conceptual in nature, that there has been insufficient exploration to define a mineral resource and that it is uncertain if further exploration will result in the target being delineated as a mineral resource.
On signing the Purchase and Sale Agreement, Panoro has made a non-refundable down payment of US$500,000. On closing, the Company will pay the vendors US$ 12,500,000 and 6 Million common shares of Panoro Minerals Ltd. Closing will be no later than ninety days after signing of the Purchase and Sale Agreement, on or before June 2, 2007, and is subject to financing and regulatory approval.
On behalf of the Board of Panoro Minerals Ltd.
Helmut H. Wober, P.Eng.,
President and Director
ABOUT PANORO
Panoro Minerals Ltd. is a Canadian mineral exploration company trading on the TSX Venture Exchange (PML) and on the Frankfurt Stock Exchange (PZM). Panoro's strategic focus is on exploring for large-potential gold and copper/gold deposits in countries with the corresponding geological potential and where the right political and economic conditions are present.
For investor inquiries please call 604-684 4246, or send an e-mail to info@panoro.com or visit the company's website at www.panoro.com.
This release was prepared by management of the Company who takes full responsibility for its contents. The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this news release.
