Spur, Hebei Tianren remain in discussions

Vancouver-Spur Ventures Inc. said Jan. 30 that Spur and Hebei Tianren remain in discussions regarding the merger, even though the formal agreement expired on Dec. 31, 2007. “There are two events, which taken together, have introduced uncertainty into our merger,” said Dr. Robert Rennie, Spur president and CEO. First, the Chinese Ministry of Commerce (MofCom) has yet to approve any share swap under the new law introduced in September 2007, and is unable to give any indication when approval may be received from the Chinese Security and Exchange Commission for Tianren to exchange their shares for Spur shares in this contemplated acquisition and merger. Second, the takeover of Chinese National Chemical Construction Corp. (CNCCC) by China National Overseas Oil Corp. (CNOOC) has resulted in restructuring and management changes at Sino Arab Chemical Fertilizer Co. (SACF), delaying the renewal of SACF’s supply agreement for 1.0 million mt NPK with the Agricultural Franchise Co., which Spur was to acquire. Without a secure supply agreement from SACF, the Ag Franchise Co. would risk not having a supply of NPK fertilizers to sell. Spur will take a charge of approximately $500,000 related to the previously capitalized costs of due diligence related to this proposed merger. While there remains a possibility that the merger will proceed, Spur is in advanced discussions on other initiatives.