May 10, 2012 — Vancouver, B.C. — Arco Resources Corp. (TSX-V: ARR) (“Arco” or the “Company”) announces that it has entered into a settlement and purchase agreement (the “Purchase Agreement”) with Argentum Silver Corp. (“Argentum”) to accelerate the amended and restated option agreement between the parties dated February 1, 2011 (the “Option Agreement”).
Under the Option Agreement (see Arco’s news release dated February 22, 2011), Arco granted Argentum an option to acquire a 100% interest in the Lachiguiri and Silacayoapan properties (the “Properties”). As at the date of this news release, Argentum has paid a total of $150,000 and issued 2,500,000 of its common shares to Arco. Of the 2,500,000 common shares issued to Arco under the Option Agreement, 1,500,000 common shares are currently held in escrow pursuant to an escrow agreement dated February 15, 2011 (the “Escrowed Shares”).
Under the terms of the Purchase Agreement, Argentum has agreed to acquire a 100% interest in the Properties (the “Transaction”) in consideration for the payment of $285,000 in cash. Arco has in turn agreed to the cancellation of the Escrowed Shares. The Option Agreement will be terminated upon completion of the Transaction.
The Purchase Agreement represents a Non-Arm’s Length transaction under the policies of the TSX Venture Exchange (the “Exchange”), as Arco and Argentum have a common director and officers. The completion of the Transaction is subject to the approval of the Exchange.
About Arco Resources
Arco holds a 100% interest in six mineral claim blocks, all located in the State of Oaxaca, Mexico. The Company is focusing its efforts on its Taviche and Predilecta claim blocks, each of which has had historical production of gold and silver. The Company has optioned its Lachiguiri and Silacayoapan properties to Argentum Silver Corp. For further information on the Company please go to www.arcoresources.com. Follow Arco on Facebook.
On behalf of the Board of Directors of Arco Resources Corp.
President and Chief Executive Officer
Arco Resources Corp.
For further information:
Ian Tootill, Director of Investor Relations
Phone: 604.639.2866 ext. 110
Email: [email protected]
Neither 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.
Forward Looking Statements
Statements contained in this news release that are not historical facts constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws and are based on expectations, estimates and projections as of the date of this release. Forward-looking statements include, without limitation, possible events, statements with respect to the Transaction and the cancellation of the Escrowed Shares. The words “is expected” or “estimates” or variations of such words and phrases or statements that certain actions, events or results “may” or “could” occur and similar expressions identify forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Arco as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements. Such factors include, but are not limited to: changes in national and local government legislation, taxation, controls, regulations and political or economic developments in Canada; business opportunities that may be presented to, or pursued by, Arco; and any other factors that may cause the Transaction not to be completed. Many of these factors can affect Arco’s actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, Arco. 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. Forward-looking statements are provided for the purpose of providing information about management’s expectations and plans relating to the future. All of the forward-looking statements made in this release are qualified by these cautionary statements and those made in our other filings with the securities regulators in Canada. These factors are not intended to represent a complete list of the factors that could affect Arco. Although Arco believes that the expectations in the forward-looking statements are reasonable, actual results may vary, and future results, levels of activity, performance or achievements cannot be guaranteed.