New Claymore Resources Ltd., Montello Resources Ltd., and Troymin Resources Ltd. (the "Companies") are pleased to announce that they have collectively entered into a joint venture agreement (the "Agreement") with a private Alberta oil and gas corporation whereby the Companies will be allowed to view certain geophysical data which could assist the joint venture in identifying kimberlite pipes. This data pertains to the entire block of mineral permits (the "Property") located near Hinton, Alberta which is jointly owned by the Companies. The ownership interests of each of the Companies in the permits comprising the Property varies, but generally approximates 60% New Claymore, 35% Montello and 5% Troymin, and the Companies have agreed that the above stated ownership interests will be utilized for the purposes of the Agreement.
Certain of the permits were previously subject to an option agreement with Kennecott Canada Inc. Kennecott has agreed to waive all of its interests and rights under such agreement in exchange for retaining a right of first refusal on disposition by the Companies of their individual or collective interests in the Property. The right of first refusal expires September 15, 1998.
Pursuant to the terms and conditions of the Agreement, the Companies have the right to access and inspect the geophysical data and interpretation thereof. If the Companies decide to proceed to conduct field operations, consideration will be paid in two stages. Upon notification that they in
tend to go forward, the Companies must issue collectively $150,000 of their shares pro-rata based on the October 29, 1997 closing market price of each of the Companies' shares and fund (pro-rata) a $250,000 exploration program which will include drilling. Upon completing the drilling program, should the Companies wish to continue work on the Property, they must issue a further collective $450,000 of their shares (pro-rata) and transfer a carried (to a bankable feasibility study) 10% interest in the Property to the private Alberta oil and gas corporation.
Each of the Companies has the right at any time to withdraw from the Agreement. In such a case, any of the companies remaining in the Agreement may elect to increase its interest pro-rata by assuming the rights and obligations of the withdrawing party(s).
If the Companies collectively or individually determine not to proceed with exploration, then the private Alberta oil and gas corporation has the right to earn a 60% interest in the Property, or selected permits within the Property, from the Companies by expending $5 per acre on those permits on or before September 1, 1998.
The joint venture Agreement is subject to the approval of all regulatory authorities having jurisdiction over the agreement.
NEW CLAYMORE RESOURCES LTD.
(signed) Anthony Rich |
