Vancouver, British Columbia, Canada. October 19, 2011. Empire Mining Corporation
") is pleased to provide an update on its acquisition of a 100% interest in the Bursa Licences, which cover the Demirtepe and Karapinar projects in Turkey; originally announced in July.
Empire and Alacer Gold Corp. ("Alacer
") have further amended their purchase and sale agreement such that the parties have agreed to use best efforts to complete the transactions thereunder on or before December 31, 2011; if the transactions are not closed by such time, the acquisition agreement will terminate. Empire is also now able to issue the common share portion of the consideration to Alacer under the agreement prior to closing, upon receipt of final TSX Venture Exchange (the "TSXV") approval of the transaction. The other terms and conditions of the acquisition are materially consistent with those announced by Empire in July. The amendment to the purchase and sale agreement is subject to TSXV approval.
ON BEHALF OF THE BOARD
Robert F. Giustra
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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This release contains forward-looking information and statements, as defined by law including without limitation Canadian securities laws and the "safe harbor" provisions of the US Private Securities Litigation Reform Act of 1995 ("forward-looking statements"), respecting the amendment to the purchase and sale agreement, and the closing conditions underlying same. Forward-looking statements involve risks, uncertainties and other factors that may cause actual results to be materially different from those expressed or implied by the forward-looking statements, including without limitation the ability to obtain regulatory and TSX Venture Exchange approvals of the transactions contemplated thereunder; the ability to obtain applicable exemptions from prospectus and registration requirements in connection with the issuance of securities of Empire; ability to make the required payments under the amended agreement, which may include the requirement to obtain alternate financing; changes in the market; decisions respecting whether or not to pursue the transactions contemplated under the Amended Agreement; non-performance by contractual counterparties; and general business and economic conditions. Forward-looking statements are based on a number of assumptions that may prove to be incorrect, including without limitation assumptions about: general business and economic conditions; that Empire will be able to successfully complete the conditions precedent to the amended agreement, including without limitation the ability to obtain regulatory and TSX Venture Exchange approvals; that Empire will continue to desire to close the transactions thereunder; the ability to locate sufficient financing for ongoing operations; and general market conditions. The foregoing list is not exhaustive and Empire undertakes no obligation to update any of the foregoing except as required by law.