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Re: News Release - Friday, August 22, 2008
Tiomin Provides Bridge Loan to Freegold Ventures
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TORONTO - August 22, 2008: Tiomin Resources Inc. ('Tiomin' or the
'Company') (TSX: TIO) is pleased to announce that it will provide a
bridge loan of US$2 million to Freegold Ventures Limited ('Freegold').
The funds will be advanced by no later than August 25, 2008.
This US$2 million loan completes a US$4 million bridge loan financing
obtained by Freegold, which closed the first US$2 million tranche on
July 31st, 2008 (see www.freegoldventures.com).
The bridge loan facility matures on January 15, 2009. Terms for this
facility include an annual interest rate of 12.5%, a cash closing fee,
and 350,000 warrants to purchase common stock of the Company for a two
year period at a price equal to the average market price of the
Company's shares for the 10 trading days immediately preceding closing.
The lender will have the right to put the warrants back to the Company
one year after closing of the bridge loan at a pro-rata price.
Both loan facilities share the collateral, being a first priority
pledge of the shares in Freegold's wholly owned US subsidiaries and a
general security agreement against the personal property of the company
(including a second charge against the processing and private property
assets currently collateralizing an equipment loan at Golden Summit).
Tiomin's security interest in the collateral is subordinated to that of
the first tranche lender, which provided the initial US$2 million loan.
Both bridge facilities can be prepaid at any time, and all proceeds
generated from subsequent financings must be used to repay the two
facilities.
Rationale for the Transaction
Very little capital is currently available to finance junior mine
exploration and development companies. Robert Jackson, President and
CEO of Tiomin, who is also a Director of Freegold, commented "The
market's current lack of development capital positions Tiomin to
develop strategic partnerships with good quality juniors, which may
lead to further debt and equity investments. The risk-adjusted return
to Tiomin is attractive and this secured investment is only a small
portion of our cash balance. Freegold has a highly prospective
exploration portfolio in the United States and an experienced
management".
About Freegold Ventures Limited (TSX: ITF, OTCBB: FGOVF, Frankfurt: FR4)
Freegold is a North American exploration and development company with a
management team experienced in mine development and production that has
a proven track-record in transitioning exploration companies into gold
producers. Freegold is currently exploring advanced-stage gold projects
in Idaho and Alaska. More details regarding these projects can be
obtained by reviewing its website, www.freegoldventures.com, and
reviewing its recent press releases.
About Tiomin Resources Inc.
Tiomin is maximizing shareholder value by the acquisition, exploration
and development of industrial mineral, gold and base metal projects.
Jinchuan Group Limited ('Jinchuan'), one of China's largest mining
companies, owns 20% of Tiomin.
Tiomin has three main assets: approximately $23.7 million of cash, a
49% interest in the Pukaqaqa copper and gold project in Peru and
currently 100% interest in the Kwale titanium project in Kenya.
Tiomin's share price currently only reflects the value of its cash
position and it receives no value for its other assets in Peru or
Kenya. Tiomin is also working to optimize the value of its shares by
acquiring, or investing in, other prospective exploration properties.
Tiomin and its 51% partner at Pukaqaqa, Compa�ia Minera Milpo S.A.
('Milpo'), have an existing NI 43-101 measured and indicated copper
resource and scoping study at Pukaqaqa, and also recently expanded its
land position through the acquisition of the Puka Sur property.
Tiomin and Milpo plan an extensive exploration program in 2008/9 aimed
at increasing the resources.
In Kenya, Tiomin's obligations at Kwale remain under Force Majeure
while the Government of Kenya completes the remaining conditions that
will be required by lenders to finance Kwale. Tiomin is confident that
with Jinchuan's pending acquisition of a 70% interest in Tiomin Kenya
Limited, the Kwale project will be developed and that the Government of
Kenya will complete the remaining items to ensure the construction and
development of the project.
Tiomin also owns a 17.9% interest in Kivu Gold Corporation, a company
focused on mineral exploration in sub-Saharan Africa.
Tiomin also expects to complete by October 1, 2008 its previously
announced transaction with Radiant Resources Inc. ('Radiant') (TSX-V:
RRS). Radiant is a base metals and gold exploration company focused on
the Altay Shan mineral belt in Xinjiang Province in northwestern China.
Radiant is in partnership with Baodi, which is owned by the provincial
government. Radiant and Baodi own a joint venture company, Xinjiang
Pacific Resources ('XPR'), which owns the portfolio of exploration
properties that are of interest to Tiomin. Radiant has satisfied the
contractual requirements to increase its ownership of XPR from 51% to
70% and is in the process of registering this change. Radiant has a
right to earn up to 90% of XPR.
To find out more about Tiomin Resources Inc., please visit the company
website at www.tiomin.com.
For further information on Tiomin please contact:
Jim O'Neill, VP Corporate Controller and Investor Relations
E-Mail: joneill@tiomin.com
Phone: 416-350-3779, ext. 231
Certain of the information contained in this news release constitute
'forward-looking statements' within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements, including but not limited to those respect to the prices of
metals and minerals, estimated future production, estimated costs of
future production and the Company's sales policy, involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to be
materially different from any forecast results, performance or
achievements expressed or implied by such forward-looking statements.
Such factors include, among others, the actual prices of copper and
gold, the actual results of current exploration, development and mining
activities, changes in project parameters as plans continue to be
evaluated, as well as those factors disclosed in the Company's
documents filed from time to time with the Ontario Securities
Commission.
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Copyright (c) 2008 TIOMIN RESOURCES INC. (TIO) All rights reserved.
For more information visit our website at http://www.tiomin.com/ or
send mailto:news@tiomin.com
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