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TORONTO, Canada: Laramide Resources Ltd. (“Laramide”) (TSX: LAM) is pleased to announce the closing of the pre-IPO private placement financing of its previously announced spin-off company Treasury Metals Inc. (“Treasury Metals”). Treasury Metals entered into an agreement with Thomas Weisel Partners Canada Inc. as lead agent on behalf of a syndicate of agents comprised of Dundee Securities Corporation and Haywood Securities Inc. (collectively, the “Agents”) to undertake a private placement financing. Treasury Metals issued an aggregate of: (i) 1,825,500 Unit Special Warrants at a price of $2.00 per Unit Special Warrant; and (ii) 652,607 Flow-Through Special Warrants at a price of $2.30 per Flow-Through Special Warrant for gross proceeds of $5,151,996.
Each Unit Special Warrant will be automatically exercised, for no additional consideration, for one unit (“Unit”) on the later of: (i) the first business day after Treasury Metals receives a receipt for a final prospectus on which its common shares are listed and posted for trading on the Toronto Stock Exchange or the TSX Venture Exchange; and (ii) July 2, 2008 (“Automatic Exercise Date”). Each Unit is comprised of one common share (subject to adjustment in certain events) and one-half of one common share purchase warrant. Each whole warrant will entitle the holder thereof to purchase one common share at any time commencing on the Automatic Exercise Date for a period of two years at an exercise price of $2.75 per common share.
Each Flow-Through Special Warrant will be automatically exercised, for no additional consideration, for one flow-through share on the Automatic Exercise Date.
Treasury Metals intends to file a prospectus qualifying the distribution of the common shares and warrants issuable upon exercise of the Unit Special Warrants, and the common shares issuable upon exercise of the Flow-Through Special Warrants.
As previously announced, Laramide entered into this transaction and financing with the intention of intensifying its focus on uranium, giving Laramide the opportunity to maximize value for the uranium assets, while also participating and allowing its shareholders to participate in any future value created by its non-uranium assets. Laramide intends to distribute a portion of the Common Shares of Treasury Metals to Laramide shareholders, with the record date and ratio details for such distribution to be announced on or before the date that Treasury Metals receives a receipt for the final prospectus. Initially, Laramide will retain an estimated 19.9% of the Common Shares of Treasury Metals and hold such shares for investment purposes.
Treasury Metals is a Canadian based mineral exploration and development company, with a growth-oriented strategy focused on aquiring and developing precious and base metal projects in Canada. The company’s flagship asset is the GoliathProject, an advanced stage, high-grade gold deposit located near Dryden, Ontario, with the potential for additional precious and base metals. It is comprised of the Goliath Property, historically owned by Laramide, and the contiguous Thunder Lake Property, acquired from Corona Gold Corporation and Teck Cominco Limited in October 2007.
The previously announced 10,000 metre drill program is well underway on the Goliath Project. The current drilling is aimed at confirming and increasing a historical Inferred Mineral Resource (non-compliant with NI43-101) containing 2.974 million tonnes grading 6.47 g/t Au, using a cut-off of 3.0 g/t Au and a minimum thickness of 3.0 m (CAMH, 2007). New drill core assays, along with the historical database provided by Teck Cominco, will allow for a new NI43-101 compliant Mineral Resource Estimate that will consider not only gold, but also potential value from associated silver, lead and zinc. In addition to ongoing drilling, ground geophysical surveys (deep-section IP), high-resolution airborne magnetometer survey, and drill core derived geochemical and structural studies will be used to explore other opportunities on the Property, which host similar geology, alteration and anomalous gold concentrations.
Laramide Resources is engaged in the exploration and development of high quality uranium assets. Its wholly owned uranium assets are in Australia and the United States. Laramide’s portfolio of advanced uranium projects have been chosen for their production potential. Its flagship project is Westmoreland, in Queensland, Australia, one of the largest projects currently held by a junior mining company. Its U.S. assets include La Jara Mesa in Grants, New Mexico and La Sal in the Lisbon Valley district of Utah. Its portfolio also includes joint venture, strategic equity positions and royalty participation in uranium development and exploration companies that provide additional geographic diversification and uranium exposure for shareholders.
The reorganization and spin-off of Laramide’s non-uranium assets is designed to improve the identification and valuation of specific Laramide properties, to enhance Laramide’s ability to divest specific properties through simpler corporate ownership, to enter into strategic joint venture agreements, and to enable Laramide to separately finance and develop its various assets, selectively reducing stock dilution.
For further information contact:
Flora Wood, Investor Relations
More information may be found at www.Laramide.com or at www.treasurymetals.com
Mr. Scott Jobin-Bevans is the qualified person within the meaning of National Instrument 43-101. Mr. Jobin-Bevans has reviewed the contents of this release.
This press release contains forward-looking statements. Forward-looking statements involve known or unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company to be materially different from those projected by such forward-looking statements. Such factors include, among others, the actual results of current exploration activities, access to capital and future prices of uranium, gold and other base metals and those factors disclosed under the heading “Risk Factors” and elsewhere in Laramide documents filed from time to time with applicable regulatory authorities.