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News Releases - Diamond Core Resources Ltd.
 October 30, 2007
BRC Diamond and Diamond Core merger and project update

 

BRC Diamond Corporation (BRC) (TSX-V: BRC) and Diamond Core Resources Limited (Diamond Core) (JSE: DMR) announce that several milestones have been achieved in the process of effecting a merger of the two businesses (the Merger). Importantly, both companies' projects have been also advanced aggressively, with encouraging results.

Theo Botoulas, CEO of Diamond Core, stated: "The process of merging a foreign domiciled business with Diamond Core and trying to achieve simultaneous share listings on the TSX and JSE has been lengthy, with complex and involved documentation from a technical, legal and accounting perspective.

"However, as we have worked through the various aspects of our businesses, our conviction of the merits of the Merger has strengthened - we are creating a unique business and investment opportunity within our dynamic industry. To that end, we appreciate the ongoing support that various stakeholders have shown us over the last couple of months while this work has been ongoing."

Mike de Wit, President of BRC, added: "The teams have really come together over the last couple of months, not only in the offices and boardroom, but also in the field. Both companies have gained from the relationship operationally and in particular, I am looking forward to seeing our new bulk sampling plant arrive on the Kwango project in the new year.

"As Theo mentioned, the logic of this combination is prevalent in everything we have been doing and with documents now being lodged with relevant regulatory bodies we have a relatively clear timetable for closing the Merger, to which we're all looking forward."

Merger progress

BRC and Diamond Core have been active in compiling the documentation required in both jurisdictions, and this is now substantially complete.

Technical reports for the mineral properties of both BRC and Diamond Core have been prepared having regard to both Canadian (National Instrument 43-101) and South African (SAMREC / JSE) requirements. These documents will comprise a substantial portion of the JSE pre-listing statement, which is expected be submitted shortly to the JSE for approval. A circular in respect of the scheme of arrangement has also been compiled and will shortly be submitted to the Securities Regulation Panel in South Africa and the JSE for approval. These documents require finalized accounts for the Diamond Core financial year ended June 30, 2007, which are expected to be released shortly. Diamond Core currently anticipates posting documentation to shareholders in the middle of November. At such time, the technical reports will be filed in Canada on SEDAR.

BRC has applied to list its common shares on the Toronto Stock Exchange (TSX), with such listing being subject to meeting the minimum listing requirements of the TSX. BRC has also prepared applications for each of the South African Reserve Bank and the Competition Commission in South Africa in respect of the Merger, which are expected to be filed shortly. Assuming the aforementioned timing for posting of documents is achieved, Diamond Core expects to hold a shareholder meeting in mid December and, subject to various regulatory, court and other approvals, anticipates the Merger closing early in the new year.

Project update

Ongoing advancement of Diamond Core's South African projects and those of BRC in the Democratic Republic of Congo (the DRC) has been a priority for both companies over the last several months, with good progress being achieved.

Of note are the following updates for certain key projects of each company:

Silverstreams (Diamond Core) - At the Silverstreams alluvial project the 670tph (front end) and 160tph trial mining processing plant started treatment of stockpiled gravel from three mineralized horizons in July. Diamond Core estimates that a total of approximately 70,000m3 of primary gravel and 5,000m3 of Rooikoppie gravel will be excavated and treated from the initial enlarged bulk sample area. Trial mining will continue in conjunction with a mineral resource drilling programme that was initiated last month. The three largest diamonds recovered to date include 24.7, 23.6 and 10.8 carat stones.

Paardeberg (Diamond Core) - Following the making safe and other excavation work at the PK1 deposit early in the year, a bulk sampling programme initially consisting of twelve bulk samples at PK1 totalling 70,000t, three bulk samples at PK2 totalling 15,000t and five bulk samples at PK3 totalling 32,000t are being processed at present. Processing of these bulk samples through the primary, secondary and tertiary crushing plant with a 50tph DMS plant began in July. In addition to the processing of this bulk sample material, approximately 240,000t of tailings and stockpiled kimberlite material will be processed. Diamond Core expects to complete a review of the initial sample results by year-end.

Kwango (BRC) - Following the airborne and ground geophysical work in the prior field season, more recent activities have included drilling, pitting and stream sampling of identified targets zones for alluvial gravels on the Kwango River. Positive results have driven the decision to initiate bulk sampling and advance gravel volume estimation programmes. With the assistance of Diamond Core, BRC is currently constructing a 70tph (front end) DMS plant for use on the Kwango project. Including the required earthmoving equipment, total capital requirements are estimated at approximately US$3.5 million, which is expected to be financed, in part, through a CDN$3.0 million credit line with a Canadian financial institution. BRC expects to dispatch this equipment to the DRC in the first quarter of 2008; meanwhile, drilling and pitting programmes are ongoing.

Tshikapa (BRC) - The kimberlite potential of the Tshikapa project area has been assessed through an initial and follow-up aeromagnetic survey and several stages of stream sediment sampling. The follow-up sampling over the magnetic anomalies yielded kimberlite indicator minerals. The results of this work have identified a total of at least 22 targets for drilling activity, which is expected to be start before year-end, given the recent purchase of a hydracore drill rig.

Lubao (BRC) - A rapid, yet staged approach to exploration for kimberlites, similar to that employed at Tshikapa, was undertaken on the Lubao project area. Based on the follow-up sampling over the magnetic anomalies, six targets have been recommended for drilling activity, which is expected to be initiated in early 2008.

Background

As announced on 5 July 2007, BRC and Diamond Core have agreed to merge by way of a court-sanctioned scheme of arrangement under the provisions of Section 311 of the Companies Act, 1973 (South Africa), pursuant to which BRC will acquire all of the outstanding shares of Diamond Core in exchange for BRC shares. At closing, all Diamond Core shareholders will receive 1 BRC common share for every 24.5 Diamond Core ordinary shares held. The closing of the Merger is subject to typical conditions, including the approval of Diamond Core shareholders and regulatory approvals from competition authorities, the South African Reserve Bank and stock exchange authorities.

For additional details, please see the joint press releases of 5 July 2007, 2 August 2007 and September 2007. Both Diamond Core and BRC will remain committed to their current geographies from an economic and social responsibility perspective with an ultimate goal of sustainable resource developments that benefit all stakeholders.

Qualified persons

Mike de Wit, President and Chief Executive Officer of BRC, is the "qualified person" (as such term is defined in National Instrument 43-101) who supervised the preparation of and is responsible for the technical information in this news release relating to BRC's projects.

Hano Hamman, Group Geologist of Diamond Core, is the "qualified person" (as such term is defined in National Instrument 43-101) who supervised the preparation of and is responsible for the technical information in this news release relating to Diamond Core's projects.

About BRC

BRC is a Canadian-based diamond exploration company active principally in the DRC. Led by a management team with extensive experience in the DRC, BRC was one of the first companies to identify emerging diamond opportunities in the DRC and today has a commanding land position, directly controlling approximately 8,101 square kilometers and retaining a further 14,784 square kilometers through option agreements on three separate exploration projects.

These properties are located in some of the most prospective diamond regions of the country. Banro Corporation, BRC's largest shareholder with a 27.5% interest in BRC, is a mineral exploration company focused on the DRC. BRC is listed on the TSX Venture Exchange under the ticker "BRC".

About Diamond Core

The objectives of the South African-based Diamond Core group of companies are to conduct systematic greenfields diamond exploration programs and to bring to account economically viable diamond discoveries through the acquisition of assets considered uneconomic or marginal by others. Diamond Core believes these assets can successfully be brought to account using its technical skills, entrepreneurial spirit and low cost operating structure.

Diamond Core is focused on, and currently active in, the Northern Cape Province of South Africa. Diamond Core is actively involved in two kimberlite exploration projects, the Paardeberg East Project, situated 40 km west of Kimberley, and the Skeyfontein JV, located some 20 km south east of the town of Postmasburg. Through its acquisition of Samadi (SA) Pty Ltd., Diamond Core has a suite of three alluvial projects: Silverstreams, Uitdraai and the De Kalk Project. Diamond Core also has a suite of five applications with the Department of Minerals and Energy Affairs for additional prospecting rights in the Northern Cape Province. DiamondCore is listed on the JSE Limited in South Africa under the ticker "DMR".

For further information, please contact:

Johannesburg:
James Duncan, Russell & Associates, +27 11 880-3924

Toronto:
Arnold T. Kondrat, Executive Vice President, or Martin D. Jones, Vice President, Corporate Development, BRC Diamond Corporation, at (416) 366- 2221 or 1-800-714-7938.

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward-looking statements. All statements, other than statements of historical fact, that address activities, events or developments that BRC and Diamond Core believe, expect or anticipate will or may occur in the future (including, without limitation, statements regarding mineral resources, future diamond production, future revenue, exploration results, potential mineralization and future plans and objectives of BRC and Diamond Core) are forward-looking statements. These forward-looking statements reflect the current expectations or beliefs of BRC and Diamond Core based on information currently available to them. Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of BRC and Diamond Core to differ materially from those discussed in the forward-looking statements, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on such companies. Factors that could cause actual results or events to differ materially from current expectations include, among other things, failure to complete the Merger as a result of one or more of the closing conditions not being fulfilled (including failure to obtain all required approvals), the possibility that future exploration results will not be consistent with the expectations of BRC and Diamond Core, changes in equity markets, changes in diamond markets, foreign currency fluctuations, political developments in the DRC or South Africa, changes to regulations affecting BRC's or Diamond Core's activities, uncertainties relating to the availability and costs of financing needed in the future, delays in obtaining or failure to obtain required project approvals, the uncertainties involved in interpreting exploration results and other geological data and the other risks involved in the diamond exploration and development industry. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, BRC disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Although BRC and Diamond Core believe that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this news release.

 
 

You can view the Next News Releases DiamondCore Resources Ltd. item: Fri Dec 14, 2007, Posting of unqualified audited financial results

You can view the Previous News Releases DiamondCore Resources Ltd. item: Mon Oct 15, 2007, Abridged annual results for the year ended 30 June 2007

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