Vancouver,
B.C. - Kaminak Gold
Corporation (KAM: TSX-V) today announced that Kaminak intends
to spin out its uranium assets into a new company called Kivalliq Energy
Corp. The core asset in the Kivalliq portfolio will be the Angilak Property
located in central Nunavut, Canada. The property hosts the historic, near-surface
Lac Cinquante uranium deposit, reported to contain approximately 11.6 million
pounds of U3O8 at an average grade of 1.03% U3O8**. The 250,000 acre property
is also host to numerous other untested occurrences of uranium � copper �
silver and gold. The proposed spin-out was initially announced by Kaminak on
January 31st, 2008.
Key
Points
Kaminak
intends to spin-out all of its uranium interests in Nunavut, including its
interest in two other Nunavut uranium properties (Washburn and Baker Lake)
into a new company (Kivalliq Energy Corp.) under a court-approved plan of
arrangement. Key terms of the proposed spin-out are:
- Shareholders of Kaminak will
be entitled to receive one Kivalliq share and one-half warrant of
Kivalliq for every two shares of Kaminak held at the effective date. The
Kivalliq warrants will have a short exercise period.
- Kaminak shareholders will
continue to hold their common shares in Kaminak after the transaction is
completed.
- Nunavut Tunngavik
Incorporated is entitled to 1,000,000 Kivalliq shares (250,000 Kivalliq
shares on closing of the spin-out and 250,000 Kivalliq shares 12, 24 and
36 months later) under a property agreement.
The spin-out
is subject to TSX Venture Exchange, court and shareholder approval and the
consent of certain third party property partners. Kaminak shareholders will
be mailed an information circular describing the key terms of the proposed
spin-out, with closing of the arrangement currently scheduled for the second
calendar quarter of 2008. Further details regarding the timing of the
effective date will be released in the upcoming months. In the meantime,
Kivalliq plans to raise funds for near term exploration expenditures.
"This transaction maximizes value for Kaminak
shareholders through the spin-out of Kivalliq Energy shares while allowing
Kaminak to continue its mandate of project generation,"
stated Rob Carpenter, President and CEO of Kaminak.
Angilak
Property
Kaminak
recently signed a Memorandum of Understanding with Nunavut Tunngavik
Incorporated (NTI) extending to Kaminak uranium rights on 18,000 acres of
Inuit Owned Lands which host the Lac Cinquante uranium deposit (see Kaminak
news release dated January 31st, 2008). Kaminak's agreement with NTI
consolidates over 250,000 acres of ground comprised of federal and Inuit
Owned Lands collectively known as the Angilak property. NTI is the
corporation established to implement the Nunavut Land Claims Agreement on
behalf of the Inuit of Nunavut. NTI owns the mineral rights to over 9 million
acres in Nunavut; however, NTI's agreement with Kaminak is their first to
include uranium.
John
Robins to be named President and CEO of Kivalliq
"Kivalliq Energy's Angilak property is without
question one of the most exciting exploration opportunities I have been
involved with in my career. Our agreement with NTI represents a unique
opportunity, and we are committed to working together in the development of
this project and mineral exploration throughout Nunavut,"
stated John Robins.
John is one
of the founders of Kaminak and served other successful TSX and TSXV listed
companies. John is a professional geologist and registered member of the
Association of Professional Engineers and Geoscientists of British Columbia.
** The
quoted disclosure for the Lac Cinquante Uranium Deposit was disclosed by
Aberford Resources Ltd. in its annual report from 1982. No additional
information was available in the annual report. The deposit is historical and
should not be relied upon since it is not compliant to standards set out in
National Instrument 43-101. However, it is relevant because: it is indicative
of a mineralized zone worthy of follow up exploration as it is based on
drilling exploration and development carried out by what is believed to be
knowledgeable explorers in accordance with acceptable industry practices at
the time of the estimate. A Qualified Person has not classified historical
estimates as current mineral resources/reserves, and Kaminak is not treating
them as current mineral resources/reserves since work to date has not verified
the historical estimates. Kaminak has not done any work to confirm these
estimates but will be planning exploration programs aimed at evaluating the
economic potential of the deposit and environs. It is uncertain if further
exploration will result in the deposit being delineated as a mineral
resource.
Kaminak's
disclosure of a technical or scientific nature in the news release was
prepared under the supervision of Rob Carpenter, Ph. D., P.Geo., Kaminak's
President and CEO, who is a Qualified Person under the definition of National
Instrument 43-101.
About
Kaminak
Kaminak Gold
Corporation is a prospect generator employing a joint venture strategy that
maximizes opportunities for discovery while attempting to minimize
exploration risk to Kaminak. A critical component of Kaminak's business model
is working with strong project partners to advance Kaminak's exploration
projects. Covering several million acres, Kaminak holds one of the largest
land positions in Canada devoted to metallic mineral exploration. Kaminak's
projects offer world-class exploration potential and present exposure to
strategic commodities including, gold, uranium and nickel.
On behalf of
the Board of Directors
"Rob
Carpenter"
Rob
Carpenter, Ph. D., P. Geo.
President and CEO
Kaminak Gold Corporation
For further
information about Kaminak Gold Corporation, or this news release, please
visit our website at www.kaminak.com
or call us at 604.646.4534.
The TSX
Venture Exchange has not reviewed and does not accept responsibility for the
adequacy or accuracy of this release. Certain disclosures in this release,
including management's assessment of Kaminak's plans and projects and
intentions with respect to a proposed spin-off, constitute forward-looking
statements that are subject to numerous risks, uncertainties and other
factors relating to Kaminak's operation as a mineral exploration company that
may cause future results to differ materially from those expressed or implied
in such forward-looking statements, including risks as to the completion of
the plans and projects and the receipts of all necessary approvals and
consents for the proposed spin-off. Readers are cautioned not to place undue
reliance on forward-looking statements. Kaminak expressly disclaims any
intention or obligation to update or revise any forward-looking statements
whether as a result of new information, future events, or otherwise.