August 23, 1999 VALERIE ANNOUNCES JOINT VENTURE WITH TVX ON SANTA BARBARA GOLD-COPPER PROJECT, ECUADOR Valerie Gold Resources Ltd. ("Valerie") is pleased to announce the signing of an agreement to participate in a 50:50 joint venture on TVX-Normandy Americas' ("TVX") Santa Barbara gold-copper property in Ecuador. The 10,000 hectare Santa Barbara concession is comprised of four exploration licenses and a 2,400 hectare mining license located approximately 425 kilometres south of Quito, the capital city of Ecuador, and 80 kilometres east of the city of Loja. Under the terms of the option agreement Valerie can earn a 50% interest in the Santa Barbara property by making an initial cash payment of US$100,000 and completing US$4,000,000 in property expenditures over three years as follows: $500,000 within 9 months of Regulatory Approval, $1,500,000 prior to the 2nd anniversary of Regulatory Approval, and $2,000,000 prior to the 3rd anniversary of Regulatory Approval. As part of the transaction, TVX will be granted warrants to purchase up to 3,000,000 shares of Valerie Gold Resources Ltd. exerciseable as follows: 750,000 shares at C$2.00 within 12 months of signing 1,000,000 shares at C$3.50 within 24 months of signing 1,250,000 shares at C$5.00 within 36 months of signing The warrants will only be exerciseable while the agreement with TVX remains in effect. All shares acquired by TVX on exercising the warrants will be subject to a voting trust by which the voting rights attached to the shares may be voted by the Board of Directors of Valerie in their discretion for as long as TVX owns the securities up to a period of 3 years from the exercise date. Upon, but not before, the second anniversary date of this agreement TVX will have the option of selling its shares acquired by exercising the warrants. In the event of a successful take-over bid for Valerie, either friendly or hostile, the non-expired and un-exercised warrants held by TVX will be exercisable at their respective exercise price, and the trust encumbering the warrants and the shares issued as a result of the exercise of the warrants will be immediately released. In accordance with the terms of the agreement, Valerie must complete a minimum US$500,000 work program on the property and must commit a minimum of 60% of the proceeds it receives from the warrants towards work on the Santa Barbara property. If after the 50:50 joint venture is formed one party elects not to participate, its interest will be diluted incrementally, and below 20% will convert to a 20% carried interest until completion of a bankable feasibility study, or until aggregate exploration costs exceed US$20,000,000. Through work conducted to date, TVX has outlined three principal mineral targets within the concession. These targets are referred to as the Santa Barbara copper-gold showing, the El Hito porphyry copper showing and the Napintza gold target. The Santa Barbara showing is regarded as the most advanced of the three targets. Soil sampling has identified an anomalous gold-copper area measuring 1,200 by 1,500 metres. The core of the anomaly, as defined by the 300 ppb gold and 500 ppm copper contour covers an area of approximately 950 metres by 350 metres. A 650 metre long bulldozer trench cut 2 to 4 metres deep across the center of the anomaly averaged 0.85 g/t gold and 0.25% copper over its entire length. This included a 30 metre section grading 1.20 g/t gold. Due to the intense surface leaching it is expected that grades will improve with depth. The El Hito porphyry copper target is located 3.0 kilometres east of Santa Barbara. In this area geochemical sampling has defined a copper soil anomaly that measures 500 metres by 2,000 metres and remains open to the north and south. The core of the anomaly, as defined by the 500-ppm contour, measures approximately 750 metres by 300 metres. Hand trenching over the anomaly has returned assays up to 0.92% copper from the heavily leached surface rocks. The Napintza target is located 5.0 kilometres south of Santa Barbara. Minimal work has been conducted over this area, however, highly anomalous gold values (many in excess of 1,000 ppb) and anomalous zinc values in both stream sediment and reconnaissance soil samples have defined a target area of approximately 1.5 square kilometres in size. Access to the property is by gravel road ending just west of the Santa Barbara showing. Infrastructure within the region is good including electrical power and water. TVX-Normandy Americas is presently constructing a gravel drill-road across the Santa Barbara zone and an induced polarization survey is underway in order to further define drill targets. Upon regulatory approval of this agreement, Valerie will become operator of the project and will retain the services of the TVX-Normandy Americas contractual staff presently working onsite. Drilling is expected to commence on the Santa Barbara zone shortly after regulatory approval. High-grade gold-copper mineralization within a chalcocite-rich supergene blanket, and porphyry related gold and chalcopyrite bearing stockwork and replacement bodies have been identified as the principal targets. Valerie Gold Resources Ltd. has the financial capability to undertake a project of this scope with approximately $12 million in cash and investments. The Company has 12,108,107 shares outstanding. The agreement is subject to acceptance for filing by the Vancouver Stock Exchange and due diligence by Valerie Gold Resources Ltd.Frank A. Lang, P.Eng. President For further information please contact Investor Relations of the Lang Mining Group Tel: (604) 687-4622 * Fax: (604) 687-4212 Toll Free: 1-888-267-1400 E-mail: mailto:Investor@langmining.com |