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Gold/Mining/Energy : ORS.V , Oro Belle, In Argentina -- Ignore unavailable to you. Want to Upgrade?


To: Bill Jackson who wrote (16)5/2/1998 9:22:00 AM
From: Winer  Read Replies (1) | Respond to of 19
 
For the record:

ORO BELLE RESOURCES CORPORATION
VSE SYMBOL: ORS
MAY 1, 1998
Oro Belle and Viceroy Reach Agreement


VANCOUVER, BRITISH COLUMBIA--Oro Belle Resources Corporation ("Oro Belle") today announced that it has entered into an agreement with Viceroy Resource Corporation ("Viceroy"), by way of a plan of arrangement, whereby Viceroy has agreed to acquire all the issued shares of Oro Belle on the basis that Oro Belle shareholders will receive one Viceroy share for every eight shares of Oro Belle, and holders of Oro Belle options and warrants will receive options and warrants in Viceroy with appropriate adjustments based upon the above ratio. Upon completion of the arrangement, Oro Belle will become a wholly-owned subsidiary of Viceroy.

The arrangement proposal is subject to normal course due diligence, Oro Belle shareholder approval, court and regulatory approval and an acceptable fairness opinion confirming that the proposed share exchange is fair to the shareholders of Oro Belle.

Prior to completion of the arrangement, Viceroy intends to convert all outstanding debentures totaling US$1,772,850 to shares of Oro Belle. This represents 6,949,248 shares, increasing Viceroy's interest in Oro Belle from 48 percent to 63 percent of the issued capital. Any shares or warrants to purchase shares of Oro Belle owned by Viceroy will be cancelled upon completion of the proposed arrangement.

In addition, Viceroy has entered into an agreement with IMA Resource Corporation ("IMA") whereby Viceroy has agreed to purchase all of IMA's interest in Minas Argentinas S.A. ("MASA") in consideration of the issuance of 2,200,000 Viceroy shares. On closing, any and all amounts owed to Oro Belle and Viceroy by IMA will be extinguished. IMA will retain a 2 percent NSR on IMA's interest in MASA. The transaction is subject to normal course due diligence and regulatory approval.

Currently, Oro Belle and IMA each own a 50 percent interest in MASA. MASA's principal assets are the Gualcamayo and Salamanca properties in San Juan and La Rioja provinces, Argentina, respectively. Both properties are at low elevation and are accessible on a year-round basis. MASA also holds the Las Flechas Property in San Juan Province, Argentina.

The Gualcamayo Property hosts three known areas of gold-copper, skarn mineralization containing a geologic resource of 185,000 ounces of gold. Preliminary surface work conducted by MASA in 1997 identified three new areas of mineralization, the most promising of which is the Quebrada del Diablo zone. An initial campaign of channel and grab sampling in this zone yielded an average of 1.7 gpt gold in what appears to be an extensive area of brecciated limestone and dolomite in a limonitic matrix. MASA can earn a 60 percent interest in the property through an agreement with Mincorp Exploraciones S.A. ("Mincorp") by spending US$5 million on exploration over five years.

At the Salamanca Property, skarn-related sediment-hosted mineralization has been intersected in two drill campaigns. A 1996 drill program confirmed the presence of gold with values up to 7.0 gpt. A second phase of drilling in 1997 encountered gold in four of eight holes with values up to 0.97 gpt over 114 metres and 1.64 gpt over 76.8 metres. A preliminary in-house estimate indicates a resource of 11.1 million tonnes grading 1.01 gpt gold, containing 360,000 ounces.

The Las Flechas Property, located near the El Indio Gold Belt, contains a large porphyry copper-gold target. A 1997 drill program encountered anomalous gold (+100 ppb) in 14 of 16 holes and anomalous base metals in 11 holes. MASA is seeking a joint venture partner for the project.

Independent of MASA, Oro Belle has the option to earn a 100 percent interest in the Cerro Choique Property in Rio Negro Province, Argentina. The property contains a well-exposed epithermal system that extends for more than two kilometres along a major fault zone. All structures sampled to date contain anomalous gold. Previous work on the property includes 4,650 metres of trenching and 1,076 metres of reverse circulation drilling, yielding values up 4.3 gpt gold. Oro Belle is currently seeking a joint venture partner for the property.

Part of a small group of companies headed by proven gold producer Viceroy Resource Corporation, Oro Belle is engaged in the acquisition, exploration and development of mineral properties throughout South America, with primary focus on Argentina.

Viceroy Resource Corporation
Linda E. Thorstad
Vice President, Corporate Relations
(604) 688-9780