Five STAR Diamonds Ltd. Announces Termination of Proposed Transaction with Spirit Banner Ii Capital Corp. and Provides Corporate Update
FIVE STAR DIAMONDS LTD. ANNOUNCES TERMINATION OF PROPOSED
TRANSACTION WITH SPIRIT BANNER II CAPITAL CORP. AND PROVIDES
CORPORATE UPDATE
TORONTO, September 26, 2019 – Five Star Diamonds Ltd. (TSX.V: STAR) (the “Company” or
“Five Star Diamonds”) provides the following corporate update.
Further to the press release dated March 25, 2019, announcing a binding letter of intent (the “LOI”)
between the Company and Spirit Banner II Capital Corp. (“SB2”) (TSX.V: SBTC.P) to complete
a proposed transaction (the “Transaction”) whereby SB2 would acquire the Company’s diamond
projects in Brazil, the parties announce today that they have been unable to negotiate the terms of
a definitive agreement satisfact ory to both parties and consequ ently have mutually decided to
terminate the LOI and abandon the Transaction.
The capital markets for diamond mining projects have been extre mely difficult over the past 2
years since the Company listed on the TSX Venture Exchange.
The Company intends to explore the possibility of acquiring ass ets in other commodities, where
the capital markets are considered to be more accommodative. To this end, the Company is
reviewing possible acquisitions and business combinations for p romising new base metal assets.
We expect to be able to provide more details of prospective transactions as negotiations advance.
If successful, the Company will refocus its efforts on developi ng these base metal assets at the
same time as continuing to seek partners for development of the Company’s diamond assets, likely
when the markets are more receptive.
The Company is in discussions with strategic investors and partners concerning a range of potential
transactions including but not limited to minority investment, mergers or outright acquisitions of
some or all of the diamond assets of the Company.
The Company owns a 100% interest in five diamond projects, all of which are located in Brazil –
Catalao, Riachao, Maravilha, Verissimo and Alecrim. The Company’s principal project and only
material project is the Catalao project.
On behalf of the Board
Matthew Wood
Chairman
Five Star Diamonds Limited
+1.647.981.1703
For further information, please contact:
Five Star Diamonds Limited
Rajan “Raj” Rai
+1 778 835 9200
Cautionary Note Regarding Forward-looking Statements
Information set forth in this news release contains forward-loo king statements. Although the
Company believes that such statements are reasonable, it can gi ve no assurance that such
expectations will prove to be correct. The Company cautions inv estors that any forward-looking
statements by the Company are not guarantees of future results or performance, and that actual
results may differ materially from those in forward looking statements as a result of various factors,
many of which are beyond the Company’s control. Such factors in clude, among other things:
variations in the nature, qual ity and quantity of any mineral d eposits that may be located,
significant downward variations in the market price of any mine rals produced, the Company’s
inability to obtain any necessary permits, consents or authoriz ations required for its activities, to
produce minerals from its properties successfully or profitably , to continue its projected growth,
to raise the necessary capital or to be fully able to implement its business strategies. Accordingly,
actual and future events, conditions and results may differ mat erially from the estimates, beliefs,
intentions and expectations expressed or implied in the forward -looking information. Except as
required under applicable securities legislation, the Company undertakes no obligation to publicly
update or revise forward-looking information.
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVID ER
(AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXC HANGE)
ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.