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Gold/Mining/Energy : Uranium Stocks -- Ignore unavailable to you. Want to Upgrade?

To: Cheeky Kid who wrote (9823)	4/3/2007 12:53:59 PM
From: Lee333	Read Replies (1) \| Respond to of 30229

Laramide intends to acquire Thunder Lake properties Laramide Resources Ltd (C:LAM) Shares Issued 53,347,978 Last Close 4/2/2007 $14.30 Tuesday April 03 2007 - News Release Mr. Marc Henderson reports LARAMIDE TO ACQUIRE THUNDER LAKE PROPERTIES FROM CORONA GOLD/ TECK COMINCO. PLANS SPIN OFF OF NON-URANIUM ASSETS Laramide Resources Ltd. has entered into a letter of intent with Corona Gold Corp. and Teck Cominco Ltd. to purchase a 100-per-cent interest in the Thunder Lake West, Thunder Lake East and certain adjacent properties in and around Dryden, Ont. The Thunder Lake properties are contiguous to Laramide's Goliath property in Zealand township, Ontario. Thunder Lake West was actively explored by the Corona-Teck Cominco joint venture from 1993 until 1998 and work completed during this time included an underground decline ramp and over 250 diamond drill holes. In its 2006 annual report, Corona reported a non-43-101-compliant inferred resource of approximately 630,000 ounces of gold at Thunder Lake (three million tonnes at 6.5 grams per tonne Au). The distribution paid to Corona and Teck will be in proportion to their respective interests in the Thunder Lake properties. The letter of intent calls for Laramide to purchase Corona and Teck Cominco's interest in the Thunder Lake properties by making staged cash payments of $18,411,687 and issuing Corona and Teck Cominco a 12.77-per-cent equity stake in a new gold-focused company that will have the combined Thunder Lake properties as its flagship asset. All of Laramide's other non-uranium assets will also be transferred to NewGoldCo, which will become a separately listed public entity; these assets include the Lara polymetallic property in British Columbia, the net smelter return royalty on the producing Cerro Colorado gold mine in Mexico and various shares in public and private entities held by Laramide, including one million shares of Aquiline Resources Inc. A minimum of $2-million in cash will also be transferred to NewGoldCo. Laramide intends to file a prospectus with the provincial securities commissions in order to qualify the distribution of the NewGoldCo shares to Laramide's shareholders under Canadian securities laws. The prospectus will provide a full description of the company, including its board of directors, management, properties and proposed exploration program. Laramide proposes to distribute a portion of the shares of the new company to its shareholders by way of a dividend. All of the foregoing is subject to Laramide's completion of a maximum 30-day due diligence review of the Thunder Lake properties, at which time it must elect if it wishes to conclude the acquisition. In the event that Laramide elects to complete the purchase of the Thunder Lake properties, the cash consideration portion of the acquisition is subject to the following purchase schedule: (i) $6,137,229 on the closing date; (ii) $6,137,229 on the 60th day following the closing date; and (iii) $6,137,229 on the 120th day following the closing date. It is contemplated that NewGoldCo will finance the final cash payment to Corona and Teck and these funds will be raised in the new entity after the going-public process is completed. Laramide intends to issue a press release announcing the dividend record date along with other details of the proposed new public company concurrent with a release announcing its decision with respect to proceeding with the acquisition. 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. © 2007 Canjex Publishing Ltd.