Jan 19, 2004
Announces Closing of Debt Settlement, Private Placement, Property Acquisition
The Company reported that it had received final TSX Venture Exchange approval to an Option Agreement between the Company and Carl von Einseidel (the "Optionor") pursuant to which the Company acquired, for $10,000, an option to earn a 100% interest in 15 mineral claims located in the Kamloops Mining District, B.C. (the Adams Plateau Property). To earn its interest, the Company must incur $150,000 in exploration expenditures by June 30, 2004, a further $140,000 in exploration by June 30, 2005 and pay to the Optionor on June 30, 2005 the sum of $50,000. The Property is subject to a 1% net smelter return royalty in favour of the Optionor. The Company may purchase up to one-half of the NSR royalty for $600,000.
The Company also reported today that it had closed on a previously announced debt settlement arrangement with creditors pursuant to which a total of $313,182.34 of indebtedness has been settled by the issuance of 3,131, 823 shares at a deemed price of $0.10 per share. Of the shares to be issued, 2,881,182 shares are to be held subject to an Escrow Agreement which provides that 10% of the shares are to be released on the date of Exchange approval to the transaction (January 8, 2004) and the balance every six months thereafter over a thirty-six month period. All of the shares issued pursuant to the debt settlement are subject to a restriction on re-sale to May 14, 2004.
The Company further reported that it had closed on a previously announced private placement (November 7, 2003) of 2,998,000 units at a price of $0.10 per unit to raise a total of $298,000. A unit consists of one share and one non-transferable share purchase warrant. One share purchase warrant entitles the holder to purchase one additional share at a price of $0.15 per share for a period of one year. The placement was approved by the TSX Venture Exchange effective January 8, 2004. A total of 271,000 Agents Warrants were also issued entitling the holders to acquire one additional common share for each warrant held at a price of $0.15 per share for a period of one year. Proceeds of the placement will be applied to a work program on the Company's recently acquired Adams Plateau property in Kamloops, British Columbia, and for working capital. All shares issued under the placement are subject to a restriction on re-sale until May 14, 2004.
As a result of the closing of these transactions, the Company has met the requirements to be listed as a TSX Venture Tier 2 company. On January 9, 2004, the Company's listing was transferred from NEX to TSX Venture and the Company's tier classification was changed from NEX to Tier 2.
The 2,881,182 shares held in escrow as a result of the Company's debt re-structuring are owned by 475175 B.C. Ltd., a non-reporting company all of the shares of which are owned by Mr. Ron Shenton, of #11 -- 1155 Melville Street, Vancouver, B.C. V6E 4C4. These shares, which the Company understands represent all of the direct and indirect holdings of 475175 B.C. Ltd. and Mr. Shenton in the Company, would represent 27.9% of the outstanding common shares of the Company, assuming the exercise of the warrants under the private placement referenced in this News Release. The Company understands that the shares were acquired for investment purposes and that neither 475175 B.C. Ltd. nor Mr. Shenton intends to acquire any further shares of the Company at the present time.
YALE RESOURCES LTD.
"Keith F. McMyn"
Keith F. McMyn, President
The TSX Venture Exchange neither approves nor disapproves of the information contained herein.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN.
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