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Quadra Mining Signs MOU To Create A Strategic Partnership With State Grid International Development Limited
Quadra Mining Ltd. ("Quadra" or "the Company") (QUA:TSX) is pleased to announce that it has executed a memorandum of understanding ("MOU") with State Grid International Development Limited ("SGID"), a wholly owned subsidiary of State Grid Corporation of China, the largest Chinese utility company and a major end user of copper for the formation of a joint venture (the "Strategic JV"). The Strategic JV will develop and operate Quadra's Sierra Gorda project and Franke Mine and seek to invest in other prospective copper assets, initially in Chile. The parties will be entitled to their proportionate share of the concentrate or cathode production of the Strategic JV on arm's-length terms. Quadra shall be responsible for supervising the day-to-day operations of the Strategic JV under the oversight and direction of a Board of Directors consisting of an equal number of representatives from both parties. SGID will lead the efforts of the Strategic JV to arrange the necessary project financing with a target of not less than a 60:40 debt equity ratio, subject to a bankable feasibility study and other conditions.
The final detailed structuring of the transaction will be determined before the definitive agreements are signed. Quadra will contribute the Sierra Gorda project and the Franke Mine, representing $900 million in assets, and SGID will contribute capital to each gain a 50% equity interest in the Strategic JV. Thereafter each party can contribute 50% of any further equity requirement to maintain its interest.
In addition, as part of the MOU, SGID and Quadra have agreed to undertake a private placement pursuant to which SGID will subscribe for shares representing approximately 9.9% of Quadra's outstanding shares on a post-subscription basis (approximately 10.9 million shares) at a price of CDN$13.91 per share being the market price of Quadra common shares on the date the Company applied for TSX approval during the course of negotiations. The private placement will be structured as a subscription receipt, with the proceeds to be released to Quadra and the shares to be released to SGID, upon closing of the Strategic JV. Under the MOU, a SGID nominee will be invited to join the Board of Quadra.
The MOU is non-binding except in certain limited respects but establishes the basis for the negotiation of the definitive Strategic JV agreements. Execution of definitive agreements is subject to a number of conditions for the benefit of both parties and common to agreements of this nature, including further due diligence and the applicable regulatory and government approvals. Both parties anticipate that the execution of definitive agreements will occur late in the second quarter of 2010.
"Quadra's agreement with SGID resolves the funding issue for the Sierra Gorda project and allows for development to proceed rapidly once we have the feasibility study and permits in place" said Paul Blythe, President and CEO of Quadra. "The project funding will be made in accordance with the requirements of the Sierra Gorda construction schedule, which is under development as part of the feasibility study now under way and due for completion in December 2010, and is expected to be spread over two years. The strategic joint venture brings together a unique and powerful combination, with State Grid's financial capacity and position as a major end user of copper in China and Quadra's skills in acquiring, developing and operating copper producing assets. We believe that with SGID, Quadra has a very strong strategic partner that will not only allow us to construct projects like Sierra Gorda, but also consider other attractive opportunities of substantial size. "
CIBC World Markets, working with The Balloch Group, is acting as financial advisor and Blake, Cassels and Graydon LLP as legal advisor to Quadra on the transaction.
About State Grid International Development Limited
State Grid International Development Limited is a wholly-owned subsidiary of the State Grid Corporation of China ("SGCC"). SGCC is the largest public utility company in the world and its core business is to build and operate power grids and provides secure and reliable power supply in China. In the list of the world top 500 corporations for 2009 released by Fortune magazine, SGCC ranked 15th with revenue of USD$164 billion and is the third largest Chinese enterprise in the listing. SGID is a subsidiary of SGCC for developing its international businesses and engaging in international investments, centralized procurement and other services.
About Quadra Mining Ltd. (TSX: QUA)
Quadra is a British Columbia corporation based in Vancouver and is a mining company whose principal assets are the Robinson Mine in Nevada, producing copper and gold, the Carlota Mine in Arizona, producing copper cathode, the Franke Mine in northern Chile, producing copper cathode, the Sierra Gorda advanced exploration copper-molybdenum project in Chile and the Malmbjerg molybdenum development project in Greenland. The Company has the goal of becoming a mid-tier base metals development and operating company with interests in a number of advanced exploration, development and producing properties.

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