News
Release
Millrock
Arranges Financing with Altius to Form Strategic Alliance
VANCOUVER, BRITISH COLUMBIA, June 11, 2009 - Millrock Resources Inc. (MRO -
TSX:V) (�Millrock� or the �Company�) is
pleased to announce that Altius Minerals Corp. (ALS - TSX), through its
wholly-owned subsidiary Altius Resources Inc. (�Altius�), has agreed
to a private placement financing with the Company to initially fund a strategic
alliance for exploration of five areas in Alaska.
�Millrock is very pleased to engage in this
alliance with Altius.� stated Millrock President & CEO Gregory
Beischer. �We anticipate a highly productive, collaborative relationship
from which several excellent new gold exploration projects are likely to
flow. Timing is crucial for project generator companies. We see an imminent
surge in gold price, and a strong demand for gold projects. Millrock, by
virtue of this alliance, will substantially broaden its array of quality
projects that will be explored with funding from third-party companies.�
This private placement will raise gross proceeds
of Cdn$930,000 from the sale to Altius of 4,227,273 units at a price of
Cdn$0..22 cents per unit. The total gross proceeds from this private
placement will increase to approximately Cdn$994,243 by the issuance of an
additional 292,014 units at a price of Cdn$0.22 cents per unit if Kinross
Gold Corporation (K - TSX; KGC - NYSE) fully exercises its anti-dilution
rights. The price represents a 33% premium over Millrock�s 20 day trading
average. Each unit is comprised of one Millrock common share and one share
purchase warrant. Each warrant will entitle the holder to purchase one
Millrock common share at a price of Cdn$0.30 for the first year after the
closing of the private placement and Cdn$0.40 during the second year. The
placement will give Altius an approximate 11% interest in the Company and
is subject to regulatory approval.
The funds from the private placement and any
warrant exercises and participation in future financings by Altius will be
used to fund a strategic alliance (the �SA�) in five specific Areas of Interest
(each an �AI�) in Alaska. Millrock will use alliance funds to research each
AI and propose an exploration plan for acceptance by Altius. Millrock will
be operator of the alliance and will undertake reconnaissance exploration
to generate new prospects. Altius will have the opportunity to name any
projects proposed within an accepted AOI as a �Designated Project�. The
costs of staking a Designated Project will be covered by SA funds and will
become subject to a 1% net smelter return (�NSR�) royalty on gold and a
0.5% NSR royalty on all other metals or minerals in favour of Altius.
Designated Projects that are acquired from third parties will not be
subject to a royalty and Altius and Millrock will share acquisition costs
equally. At this stage, Altius may elect to establish a 50%-50% joint
venture arrangement with Millrock.
Millrock reports that so long as Altius holds
common shares representing at least 5% of the issued and outstanding common
shares of Millrock, Altius shall be entitled (but not required) to
participate in any future issuances to third parties (other than certain
issuances including issuances pursuant to any stock-based compensation plan
of Millrock or issuances related to the acquisition of an interest in
mineral properties or other assets) of shares or any securities convertible
into, exchangeable for or exercisable to acquire common shares, such that
Altius will, following the completion of any such issuance, hold the same
percentage of common shares as Altius held prior to such issuance.
Both Millrock and Altius, as companies committed
to the project generator business model, will also use SA funds to market
properties to potential joint venture partners. The goal is to attract
other companies to fund exploration to earn an interest in the Designated
Projects.
About Millrock Resources Inc.
Millrock is TSX Venture Exchange listed company
intent upon the discovery of high value mineral deposits, with a focus on
Alaska gold deposits and Arizona copper-gold porphyries. The Company follows
a project generator - joint venture business model that capitalizes on
Millrock�s knowledge and ability in two outstanding mining jurisdictions.
This model shares risk by partnering with other companies that invest
capital to move exploration projects toward development and production.
Millrock currently has four active exploration projects in Alaska, and
three in Arizona.
About Altius Minerals Corp.
Altius is focused on the mining sector through
prospect generation, investments and the creation and acquisition of
royalties. Altius currently has numerous active mineral exploration
agreements principally in eastern Canada targeting a variety of mineral
commodities. In addition, the Corporation holds investments in junior
exploration and development stage companies. Altius also owns an effective
0.3% net smelter return in the producing Voisey�s Bay nickel-copper-cobalt
mine located in Labrador, Canada. The Company has a strong financial
position with approximately C$160 million in cash and liquid investments
and no debt. It is a member of the TSX SmallCap index and currently has
28,363,195 shares outstanding.
ON BEHALF OF THE BOARD
�Gregory Beischer�
Gregory Beischer, President & CEO
Some statements in this news release contain
forward-looking information, including without limitation statements as to
planned expenditures and exploration programs. These statements address
future events and conditions and, as such, involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements to be materially different from any future
results, performance or achievements expressed or implied by the
statements. Such factors include without limitation the completion of
planned expenditures, the ability to complete exploration programs on
schedule and the success of exploration programs.
FOR FURTHER INFORMATION PLEASE
CONTACT
Patrick De Witt, Manager, Investor Relations
(604) 638-3164
Millrock Resources Inc.
750 World Trade Centre
999 Canada Place Vancouver, B.C
V6C 3E1
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