Filed by Continental Minerals Corporation
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to
Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: Great China Mining Inc.
Commission File Number: 000-26217
The following press release filed by Continental Minerals Corporation (“Continental”) with the Securities and Exchange Commission (the “Commission”) under cover of Form 6-K was filed with the Commission pursuant to Rule 425 in connection with the proposed merger transaction between Continental and Great China Mining Inc. (“Great China”):
Description of Document | Date of Filing of Form 6-K with the SEC |
Press Release dated August 8, 2006 | August 9, 2006 |
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC
In connection with the proposed transaction, Continental and Great China have filed relevant materials with the Securities and Exchange Commission (the "SEC"), including the filing by Continental with the SEC of a Registration Statement on Form F-4 (the "Registration Statement"), which includes a preliminary prospectus and related materials to register the common shares of Continental to be issued in exchange for Great China common shares. The Registration Statement incorporates a proxy statement/ prospectus (the “Proxy Statement/Prospectus”) that Great China plans to mail to its stockholders in connection with obtaining approval to the proposed merger. The Registration Statement and the Proxy Statement/Prospectus contains important information about Great China, Continental, the transaction and related matters. Investors and security holders are urged to read the Registration Statement and the Proxy Statement/Prospectus carefully. Investors and security holders can obtain free copies of the Registration Statement and the Proxy Statement/Prospectus and other documents filed with the SEC by Great China and Continental through the web site maintained by the SEC at www.sec.gov.
Great China and its directors and executive officers also may be deemed to be participants in the solicitation of proxies from the stockholders of Great China in connection with the transaction described herein. Information regarding the special interests of these directors and executive officers in the transaction described herein are included in the Proxy Statement/Prospectus described above. Additional information regarding these directors and executive officers is also included in Great China's annual report on Form 10-KSB, which was filed with the SEC on March 31, 2006. This document is available free of charge at the SEC's web site at www.sec.gov.
Continental and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Great China in connection with the transaction described herein. Information regarding the special interests of these directors and executive officers in the transaction described herein are included in the Proxy Statement/Prospectus described above. Additional information regarding these directors and executive officers is also included in Continental's Form 20-F filed with the SEC on June 30, 2006. This document is available free of charge at the SEC's web site at www.sec.gov.
Continental Minerals Corporation | Great China Mining Inc. |
1020 - 800 West Pender Street | (formerly China NetTV Holdings Inc.) |
Vancouver, BC | World Trade Centre |
Canada V6C 2V6 | Suite 536-999 Canada Place |
Tel 604 684·6365 | Vancouver, BC V6C 3E2 |
Fax 604 684·8092 | Tel 604 641·1366 |
Toll Free 1 800 667·2114 | Fax 604 641·1377 |
www.continentalminerals.com | www.greatchinamining.com |
| |
DRILLING CONTINUES TO EXPAND XIETONGMEN DEPOSIT
225 Meters Grading 1.02% CuEQ Intersected in Hole 6146
August 8, 2006, Vancouver, BC– Continental Minerals Corporation (TSX.V-KMK; OTC.BB-KMKCF) (“Continental” or the “Company”) and Great China Mining Inc. (OTC.BB-GCHA) announce the results from additional core holes (6129 and 6136 to 6157) drilled in 2006 at the Xietongmen copper-gold deposit, located 240 kilometers west of Lhasa in Tibet, People’s Republic of China.
Drilling in 2005 outlined a significant porphyry copper-gold deposit at Xietongmen with excellent potential for expansion. The comprehensive 2006 program is designed to fully assess the resource potential of the project and initiate programs for a feasibility study and environmental and social impact assessments. The studies are targeted for completion in 2007.
The current results are mainly testing for expansion along the eastern side of the deposit. Long intervals with excellent grades of copper and gold continue to be intersected in the eastern part of the deposit.
Drilling on section 3249150N has extended the deposit a further 250 meters to the east on that section. Hole 6129, a 150 meter step out from hole 5028, intersected196.8 meters grading 0.99% CuEQ.Hole 6155, samples pending, is located between holes 6129 and 5028. Hole 6146, a 100 meter step out from hole 6129, intersected225.4 meters grading 1.02% CuEQ, including a 68.0 meter intercept of 1.62% CuEQ.
Drilling on section 3249050N has extended the deposit 50 meters to the east. Hole 6136, 50 meters east of hole 6131 (results announced on July 10, 2006), intersected132.8 meters grading 0.53% CuEQ, including an 56.6 meter intercept of 0.70% CuEQ.Infill drilling on the same section provided excellent results. Hole 6143, drilled 50 meters west of hole 6131, intersected203.0 meters grading 0.95% CuEQ, including an 87.0 meter interval grading 1.43% CuEQ.
In addition, infill drilling in the south of the deposit continues to confirm the continuity of the grade over substantial intervals. Infill hole 6157 on section 3248950N intersected151.1 meters grading 0.76% CuEQ, including a 73.3 meter interval grading 1.22% CuEQ.Further south, infill hole 6153 on section 3248800N intersected47.8 meters grading 0.92% CuEQ, including a 16.5 meter interval of enriched copper (supergene zone) grading 1.50% CuEQ.
Two of the holes in this series are larger diameter (PQ sized) holes drilled to obtain samples for metallurgical comminution testwork. Seven holes were drilled for geotechnical purposes at Xietongmen and at potential tailings sites, and therefore have no assay data.
A Table of Assay Results is attached. A Property Location Map, a Drill Hole Plan and Cross Sections are posted on the websites:www.continentalminerals.com&www.greatchinamining.com.
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Metallurgical testing and environmental and socio-economic baseline studies are ongoing. In conjunction with these targeted technical programs, an expanded community engagement program is underway. There are currently 11 drill rigs active on site, with six rigs completing the definition program (95% completed), two rigs on the Langtongmen copper-gold exploration target, and three rigs to complete the geotechnical program to plan for open pit, tailing and waste rock storage designs.
Mark Rebagliati, P.Eng., a Qualified Person as defined under National Instrument 43-101, is supervising the drilling program and quality assurance and quality control ("QAQC") programs on behalf of Continental Minerals Corporation. The program includes rigorous QAQC procedures. Acme Analytical Laboratories of Vancouver, BC, an ISO 9001:2000 accredited laboratory, performs the sample preparation and assaying for the project. Gold analysis is by 30 g Fire Assay fusion with an Inductively Coupled Plasma-Emission Spectroscopy (ICP-ES) finish. Copper assays are done by four acid digestion with an ICP-ES/ICP-Mass Spectroscopy finish. Continental includes standards, blanks and duplicates in addition to the laboratory's internal quality control work.
Gerald Panneton | |
President and CEO | |
Continental Minerals Corporation | |
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For further information: | |
Continental Minerals Corporation | Great China Mining Inc. |
Tel 604 684·6365 | Tel 604 641·1366 |
Toll Free 1 800 667·2114 | www.greatchinamining.com |
www.continentalminerals.com | |
No regulatory authority has approved or disapproved the information contained in this news release.
This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address the proposed merger, acquisition of additional property, exploration drilling, exploitation activities and events or developments that the companies expect are forward-looking statements. Although the companies believe the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements.
For more information on Continental, investors should review its annual Form 20-F filing with the United States Securities and Exchange Commission atwww.sec.gov and its home jurisdiction filings that are available atwww.sedar.com.
For more information on Great China Mining Inc., Investors should review the Company's annual Form with the United States Securities and Exchange Commission atwww.sec.gov.
XIETONGMEN PROJECT NEW ASSAY RESULTS
AUGUST 8, 2006
Drill Hole | Section | From (meters) | To (meters) | Intercept (meters) | Intercept (feet) | Cu % | Au g/t | CuEQ1 % | AuEQ1 g/t |
6129 | | 3249150N | 72.0 | 87.0 | 15.0 | 49 | 0.38 | 0.65 | 0.72 | 1.37 |
6129 | | 3249150N | 87.0 | 103.2 | 16.2 | 53 | 0.19 | 0.24 | 0.31 | 0.59 |
6129 | | 3249150N | 103.2 | 300.0 | 196.8 | 646 | 0.42 | 1.09 | 0.99 | 1.89 |
6136 | | 3249050N | 91.0 | 118.0 | 27.0 | 89 | 0.30 | 0.56 | 0.60 | 1.14 |
6136 | | 3249050N | 134.8 | 267.6 | 132.8 | 436 | 0.28 | 0.47 | 0.53 | 1.00 |
6136 | Incl. | 3249050N | 211.0 | 267.6 | 56.6 | 186 | 0.38 | 0.61 | 0.70 | 1.33 |
6139GT | 3249350N | Geotechnical hole |
6140 | | 3248950N | 39.6 | 52.5 | 12.9 | 42 | 0.46 | 0.17 | 0.55 | 1.04 |
6140 | | 3248950N | 183.1 | 252.8 | 69.7 | 229 | 0.27 | 0.53 | 0.55 | 1.05 |
6140 | Incl. | 3248950N | 218.0 | 235.0 | 17.0 | 56 | 0.40 | 0.76 | 0.80 | 1.53 |
6141GT | 3248850N | Geotechnical hole |
6142 | | 3248800N | 0.0 | 34.6 | 34.6 | 114 | 0.02 | 0.01 | 0.03 | 0.05 |
6142 | | 3248800N | 34.6 | 75.2 | 40.6 | 133 | 0.22 | 0.45 | 0.46 | 0.87 |
6143 | | 3249050N | 101.0 | 304.0 | 203.0 | 666 | 0.46 | 0.94 | 0.95 | 1.81 |
6143 | | 3249050N | 133.0 | 273.0 | 140.0 | 459 | 0.57 | 1.18 | 1.19 | 2.27 |
6143 | | 3249050N | 186.0 | 273.0 | 87.0 | 285 | 0.67 | 1.44 | 1.43 | 2.72 |
6144M | | 3249150N | Metallurgical hole |
6145 | | 3249100N | Granodiorite intersected at 132 meters |
6146 | | 3249150N | 122.0 | 347.4 | 225.4 | 740 | 0.59 | 0.82 | 1.02 | 1.94 |
6146 | Incl. | 3249150N | 224.0 | 312.0 | 88.0 | 289 | 0.84 | 1.25 | 1.50 | 2.86 |
6146 | Incl. | 3249150N | 244.0 | 312.0 | 68.0 | 223 | 0.91 | 1.37 | 1.62 | 3.09 |
6147TT | | Tailings geotechnical hole |
6148TT | | Tailings geotechnical hole |
6149TT | | Tailings geotechnical hole |
6150TT | | Tailings geotechnical hole |
6151GT | 3249500N | Geotechnical hole |
6152GT | 3249150N | 39.2 | 53.7 | 14.5 | 48 | 0.38 | 0.10 | 0.43 | 0.83 |
6152GT | 3249150N | Geotechnical hole, redrilled as 6161GT |
6153 | | 3248800N | 28.1 | 75.9 | 47.8 | 157 | 0.70 | 0.41 | 0.92 | 1.75 |
6153 | Incl. | 3248800N | 28.1 | 44.6 | 16.5 | 54 | 1.27 | 0.44 | 1.50 | 2.86 |
6154M | | 3249175N | Metallurgical hole |
6155 | | 3249150N | Samples pending |
6156 | | 3248800N | 48.0 | 79.9 | 31.9 | 105 | 0.50 | 0.23 | 0.62 | 1.18 |
6157 | | 3248950N | 47.0 | 58.0 | 11.0 | 36 | 0.36 | 0.05 | 0.38 | 0.73 |
6157 | | 3248950N | 103.0 | 254.1 | 151.1 | 496 | 0.34 | 0.80 | 0.76 | 1.45 |
6157 | Incl. | 3248950N | 180.0 | 253.3 | 73.3 | 241 | 0.54 | 1.30 | 1.22 | 2.32 |
1Copper and gold equivalent calculations use metal prices of US$1.25/lb for copper and US$450/oz for gold.
Adjustment factors to account for differences in relative metallurgical recoveries for gold and copper will
depend upon the completion of definitive metallurgical testing.
CuEQ = Cu % + (Au g/t x 14.47/27.56)
AuEQ = (Cu % x 27.56/14.47) + Au g/t