| | Publié le 16 octobre 2007 | to Acquire Northern Canadian Uranium Inc. |
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BAYSWATER URANIUM CORPORATION
NEWS RELEASE
Bayswater to Acquire Northern Canadian Uranium Inc.
Deal Secures Strategic Development Properties in the United States and
Resources in West Africa
Vancouver, BC, October 16, 2007 ─ Bayswater Uranium Corporation
(TSX-V: BAY) announces
that it has entered into a binding letter agreement whereby Bayswater will
acquire all the outstanding shares of Northern Canadian Uranium Inc.
(TSX-V: NCA)
(" NCA") in
exchange for shares of Bayswater on the basis of 0.65 BAY shares for each share
of NCA.
Northern Canadian owns a portfolio of uranium properties in 13
project areas, some with historical resources, in Canada, United States and in
Mali, West Africa, and has made application for 12 uranium concessions in Niger,
West Africa. Many of these properties offer considerable synergy with
Bayswater�s uranium projects. In addition, two key officers and directors of
NCA�namely Praveen Varshney and Keith Laskowski, will be joining the management
of Bayswater along with other experienced members of NCA�s uranium exploration
team.
"Northern Canadian�s key U.S. properties represent strategic
assets for the development of Bayswater�s United States projects and should
significantly enhance the economics of our proposed mining operations," states
George Leary, President of Bayswater. "Equally as important, this latest acquisition secures the services of a talented team of highly experienced
geologists and personnel capable of spearheading development of our U.S. projects and assisting with Bayswater�s exploration programs in Canada and
elsewhere in the world."
Praveen Varshney, President of Northern Canadian states, "Given
Bayswater�s excellent technical team and complementary projects, the combined
companies create a stronger uranium company with an impressive portfolio of
advanced and early-stage properties in major uranium regions in North America
and West Africa, as well as a large cash position of $35 million to develop
these outstanding assets."
NCA key projects that offer development synergy and immediate
resource growth potential to Bayswater include the Elkhorn properties, Wyoming;
Edgemont properties, South Dakota; Collins Bay property in the Athabasca Basin,
Saskatchewan; Samit property, Mali, West Africa and the Carol R Mine property,
Nevada. Also, four Niger concessions, once granted, will form a strategic
addition to concessions that Bayswater has applied for near the Areva-operated
Cominak and Somair uranium mines. NCA also owns additional properties in the
Powder River Basin, Wyoming, the Great Basin, Nevada and in the Athabasca Basin,
Saskatchewan with potential for discovery of additional resources. NCA has also
applied for 8 concessions in the Djabo Basin, Niger�a basin similar to the Tim
Mersoi Basin that hosts the current deposits being mined by Areva. Except for
the Niger concessions, NCA has completed work on all these projects such that
all of the key properties are at the drill stage. In the case of the Elkhorn and
Mali projects, planned drilling is designed to significantly expand the
historical resource base on these properties.
Key NCA Projects:
Elkhorn Project, Wyoming: NCA owns over 16,700 acres under
Federal, State and Fee agreements in the Powder River Basin of Wyoming
strategically located near Bayswater�s landholdings (Wood and New claims and
five state leases comprising 5,680 acres) which, taken together, significantly
enhance Baywater�s planned exploration and mine development operations in
Montana and Wyoming. NCA�s Elkhorn project holdings include adjoining and nearby
properties to Bayswater�s Wood claims and state leases that would facilitate
expansion of uranium resources on both companies� properties, and increase the
potential feasibility of mining on these projects. Based on recent compilations
of prior drilling and, as confirmed in part by NCA drilling in 2006, the combined near surface historical resources on Bayswater�s and NCA�s Wyoming
Elkhorn/Wood properties include the following:
Area |
Resource Class |
Short Tons |
Average Grade %
eU3O8 |
Lbs Contained
eU3O8 |
Busfield |
Historical |
158,025 |
0.108 |
341,411 |
Clover |
Historical |
14,256 |
0.118 |
33,508 |
Quad |
Historical |
16,669 |
0.153 |
50,839 |
Vickers |
Historical |
14,672 |
0.084 |
24,568 |
1972 Add. |
Historical |
18,330 |
0.102 |
37,525 |
Tract 41 N Blk |
Historical |
50,656 |
0.103 |
104,457 |
Total Historical Resources: 592,308 lbs
eU3O8
(Note: Historical resources as stated above are based on
Federal Resources 1973 historic reports in the Marriott Library Special
Collection Archives at the University of Utah and are non-compliant with NI
43-101 standards, have not been verified by any of the Company�s Qualified
Person�s, are provided for information purposes only and as such should not be
relied upon. However, NCA has completed confirmation drilling and advanced a
portion of the Busfield deposit to a NI 43-101 compliant resource comprising an
indicated 397,000 lbs eU3O8 grading 0.08% eU3O8 and an additional inferred 5,000
lbs eU3O8 grading 0.08% eU3O8 as summarized in a report for NCA dated April 18,
2007 by Jan C. Rasmussen and Bart Stryhas of SRK Consulting.)
NCA stated in a news release dated August 9, 2007 that "The
Busfield resource remains open in three directions for expansion and occurs
within the central region of a 12 mile (20 km) long trend of uranium
mineralization defined by historic drilling and five historic open pit mines."
NCA holds four main blocks of land holdings and Bayswater holds seven along this
mineralized trend. Upon closing of the acquisition, a significant drilling
program comprising more than 200 drill holes to expand resources is planned on
this project next year.
The potential of the Elkhorn project area, including both NCA�s
and Bayswater�s land holdings, and the New claims of Bayswater, which surround
the previously active Hauber mine immediately to the west of the Elkhorn project
area, for open pitable roll front type uranium resources is considered excellent
as indicated by many pits, small mines and uranium occurrences in the region,
many of which are on NCA�s and Bayswater�s combined land holdings. Bayswater�s
goal is to develop open-pitable resources in this region sufficient to support a
conventional mill. Such a mill would provide synergy and considerable cost
savings with respect to any potential ISR operations to be developed on the
Company�s roll front deposits in Carter County, Montana and on any ISR resources
defined in Wyoming.
Edgemont Project, South Dakota: NCA�s Edgemont Project
consists of three blocks of land holdings comprising 52 claims (over 1000 acres)
in the Powder River Basin that cover portions of a uranium mineralized trend
that extends over a strike length of 18 miles (29 km). One of the three blocks
is located immediately adjacent to PowerTech Resources� (TSX-V: PWE) Dewey uranium deposit which has a
reported historic uranium resource in excess of 8 million pounds U3O8. PowerTech
is currently preparing a feasibility study on this deposit which, based on
historic drilling, is indicated to extend onto NCA�s ground. A major drilling
program is planned next year to test for this potential resource extension.
Collins Bay Extension Project, Saskatchewan: NCA owns a 90%
interest in 13 contiguous claims comprising over 92,000 acres, subject to an
agreement with Bullion Fund Inc., located at the eastern margin of the Athabasca
Basin. The property is situated along the northeastern extension of the Collins
Bay Fault and also covers sub parallel regional faults associated with the Eagle
Point, Collins Bay and Rabbit Lake uranium deposits and two related underground
mines, immediately to the southwest, that are owned and operated by Cameco
Corporation (TSX: CCO). The Eagle Point and Collins Bay
deposits, which are closely associated with the Collins Bay Fault, have a
combined reported resource of approximately 140 million pounds U3O8. The Collins
Bay Extension claim block covers over 25 km of the prospective strike extension
of the Collins Bay structure. NCA has recently completed a V-TEM and magnetic
survey of the property that has identified over 100 km of combined strike length
of favourable basement conductors associated with fault structures. Limited
preliminary drilling last winter confirmed the targeted fault zones with favourable geologic settings, associated alteration and anomalous radioactivity
with uranium values of up to 0.03% U3O8�all of which confirmed the favourability
of the conductive structures tested for high grade unconformity type uranium
deposits.
More recently, NCA has completed geological modeling based on
known deposits in the immediate area and has developed and successfully tested,
over a local Cameco uranium deposit, a unique geochemical sampling technique
involving conventional lake bottom sediments and peat and plant sample using
commercial analytical laboratories, with on-site, real-time evaluation of radon
gas extracted from pore water from the same samples. Utilizing this technique,
NCA have recently completed an extensive sampling program over the favourable
conductive targets within the Collins Bay Extension property. Preliminary
results indicate that over 12 high priority multiple-point anomalous targets
have been identified that warrant drill testing. These targets are coincident
with favourable conductive zones and associated fault structures in close
proximity to the Collins Bay deposits and Eagle Point mine. Drilling of these
highly promising targets is planned for the first quarter of 2008.
Samit Project, Mali, West Africa: The Samit property in
Mali, West Africa comprises a 1000 sq km mining concession within the Tilemsi
Basin�similar geologically to the Tim Mersoi Basin located to the southeast in
neighboring Niger, the 4th largest producer of uranium in the world.
Previous work by Power Reactor & Nuclear Fuel Development Corporation (PMNC)
of Japan during 1974 to 1981 included over 400 drill holes to evaluate
uranium-bearing apacrete occurrences in a 400 sq km area on a limestone plateau
overlapping basement rocks similar to the Air Massif in Niger. Drilling outlined
a historic resource comprising approximately 440,000 pounds U3O8 grading 0.085%
U3O8 (Note: Historical resources as stated above are non-compliant with NI
43-101 standards, have not been verified by any of the Company�s Qualified
Person�s, are provided for information purposes only and, as such, should not be
relied upon.). Based on work done by NCA this year, a program of drilling to
confirm and expand resources is planned for next year. In addition, NCA has
recently been awarded a large exploration permit area adjacent to the Samit
project resource area that adds significantly to the potential for expansion of
the resource.
Carol R Mine Project, Nevada: The Carol R Mine in southwestern Nevada is centered on an historic open pit mine which produced
uranium in 1955-56. Uranium mineralization is stratigraphically controlled
within a mixed sequence of sediments and volcanics. State of Nevada records list
one sample that assayed 0.94% U3O8. The property was drilled in 1972 and historic reports state that "significant inferred uranium resources" were
identified which are non-compliant with 43-101 standards as above. The project
warrants detailed surface evaluation and drilling to evaluate resource
potential.
Development and Exploration Highlights
Following closing of the acquisition, the corporate goal will
be to significantly expand the combined NCA and Bayswater historical uranium
resources in Wyoming, bring them into NI 43-101 compliance, and begin baseline
studies, permitting and licensing in order to fast track projects to production.
NCA and Bayswater are in the process of initiating these plans. On the other NCA
key exploration properties, including Edgemont, Collins Bay, Samit and Carol R
Mine, multiple drill-ready targets have already been identified and as a result
drilling programs are being planned to evaluate these attractive prospects.
Addition of Key Management Personnel
In conjunction with the acquisition, the board of directors,
corporate officers and advisors of Bayswater will remain the same and Praveen
Varshney, currently President of Northern Canadian Uranium Inc., will join the
board of directors of the Company. Mr.Varshney is a Chartered Accountant
and has been actively working in the capital markets for 16 years. He was a
director of Camphor Ventures Inc., now merged with Mountain Province Diamonds
Inc. (TSX: MPV) a
company with the largest diamond mine under development globally. He is also
Chief Financial Officer of Mantle Resources Inc. (TSX-V: MTS), a mineral resource exploration
company with a 100% interest in the Akie sedex zinc discovery in British
Columbia, Canada; and a director of Carmanah Technologies Corp. (TSX: CMH), one of the largest solar companies in Canada.
Also, joining Bayswater�s management team upon closing of the
acquisition is Keith Laskowski, MSc who will be appointed to the position of VP
Exploration�USA. Mr. Laskowski is a highly experienced mining geologist with
more than 28 years of exploration and mining experience throughout North America, Asia, Latin America, and Africa. He serves as Vice President and a
director for Northern Canadian Uranium Inc., and has extensive experience in
both project generation and venture negotiations, with over 115 project ventures
to his credit. He began his uranium career in 1977, working for the U.S. Department of Energy�s NURE project, and then worked for Kerr McGee Corporation
prior to the collapse of the uranium markets. He re-entered the uranium
exploration business briefly in 1998, evaluating uranium properties in Mongolia
for Harrods Minerals, and later acquired 14 projects that were vended to Erdene
Gold Inc. (TSX: ERD) and
International Uranium Corporation/Denison (TSX:
DML). From
1980 to 1997 he worked for Newmont Exploration Ltd. as a senior geologist, and
then served as President and CEO of Gallant Minerals Services Ltd., a private
exploration company owned by Mohamed Al Fayed. He later served briefly as
President/CEO of several junior mining corporations and now serves as a director
of Northern Canadian Uranium Inc. and Gallant Minerals Services Ltd. Mr. Laskowski is the owner of KAL Exploration Inc., a private US Corporation, and
also serves as the Country Manager of exploration for Eurasian Minerals Inc.
(TSX-V: EMX) in Haiti. He is a designated Qualified Person as described in NI
43-101. Upon closing of the acquisition, Mr. Laskowski will devote essentially
all of his time to the management and development of Bayswater�s U.S.
assets.
Terms and Process of the Acquisition
NCA and Bayswater will enter into an Arrangement Agreement,
whereby Bayswater will acquire NCA through its wholly owned subsidiary,
Bayswater Holdings Inc. and each common share or convertible security of NCA
will be exchanged for 0.65 of a Bayswater Share or convertible security (the
"Conversion Ratio"). The exercise prices of the NCA convertible securities will
be adjusted in accordance with the Conversion Ratio.
Following preparation of a fairness opinion by NCA and
completion of satisfactory due diligence by both companies, the directors of NCA
will recommend to their shareholders that they accept the Transaction as proposed, and will assist in all reasonable ways in obtaining execution and
preparation of any documents, including an information circular to be presented
to the shareholders of NCA.
This Transaction is subject to completion of satisfactory due
diligence, a definitive Arrangement Agreement, shareholder approval of NCA and
receipt of applicable regulatory approvals.
The Company�s exploration activities are conducted under the
supervision of George M. Leary, MSc P. Eng. (BC), president and CEO of the
Company, and Vic Tanaka, B.Sc. P.Geo. (B.C.), COO of the Company. Both are
qualified persons under NI 43-101. George M. Leary, president of the Company, is
the qualified person responsible for the technical information in this news
release.
About Northern Canadian Uranium
Inc.
Northern Canadian Uranium Inc. is a Canadian public company
focused on the acquisition, exploration and development of uranium resources.
NCA�s exploration programs are headed by Keith Laskowski (MSc, Director, VP
Exploration), a designated Qualified Person (NI 43-101) and a geologist with
over 28 years of exploration experience. The company has established a pipeline
of uranium projects, ranging from resource definition to grassroots exploration.
NCA is presently exploring three prospective uranium projects in the Athabasca
Basin and six uranium projects in the Powder River Basin of Wyoming. The Elkhorn
Project in Wyoming contains a NI 43-101 compliant indicated uranium resource of
400,000 lbs U308 that can be expanded with additional drilling. NCA also has
three uranium projects in the Great Basin of Nevada, three projects along the
southern flank of the Black Hills uplift in South Dakota and two uranium concessions in Mali, West Africa, one of which hosts a reported historic resource. Further information is available on the NCA�s website at www.northerncanadian.ca.
About Bayswater Uranium Corporation - The Super
JuniorTM Uranium Company
Bayswater Uranium Corporation is a rapidly-growing
international uranium exploration and development company. As the only uranium
company to have major landholdings in each of Canada's most important producing
and exploration regions � the Athabasca Basin, the Central Mineral Belt, and the
Thelon Basin � Bayswater is a leader in uranium exploration in Canada, the
world�s largest producer of uranium. The Company also owns several advanced
uranium properties in the United States that are being fast tracked to
production. Bayswater combines a balanced portfolio of exploration and
development projects with the uranium expertise of its technical and managerial
teams. The result is a Super JuniorTM Uranium Company with the share
liquidity and market capitalization to provide value to both the retail and
institutional investor. Bayswater is listed on the TSX Venture Exchange under
the symbol "BAY". The Company�s website is www.bayswateruranium.com.On behalf of the Board of:
BAYSWATER URANIUM CORPORATION
George M. Leary
President
For further information contact:
John Gomez
Manager, Investor Relations
Telephone: (604) 687-2153
The TSX Venture Exchange has not reviewed and does
not accept responsibility for the adequacy or accuracy of the contents
herein.
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Bayswater Uranium Corp.
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EXPLORATEUR |
CODE : BAY.V |
ISIN : CA0731731067 |
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ProfilIndicateurs de MarchéVALEUR : Projets & res.Communiqués de PresseRapport annuelRISQUE : Profile actifsContactez la cie |
Bayswater est une société d’exploration minière d'uranium basée au Canada. Bayswater détient divers projets d'exploration au Canada et au Mali. Ses principaux projets en exploration sont AVOCA en Irlande, NORTH THELON, SOUTH THELON, ALZADA, JUNIPER PROPERTY, MOUNTAIN WEST, BRUDELL LAKE, COLLINS BAY EXTENSION, COIN CANYON, VIKING (BAYSWATER), CENTRAL MINERAL BELT (BAYSWATER), TEJANA MESA, ANNA LAKE, RENO CREEK PROJECT, WISKER VALLEY et BOITEAU LAKE au Canada, NIGER au Niger et SAMIT au Mali. Bayswater est cotée au Canada, aux Etats-Unis D'Amerique et en Allemagne. Sa capitalisation boursière aujourd'hui est 6,5 millions CA$ (4,8 millions US$, 4,3 millions €). La valeur de son action a atteint son plus haut niveau récent le 31 décembre 2007 à 2,47 CA$, et son plus bas niveau récent le 19 décembre 2022 à 0,02 CA$. Bayswater possède 59 520 000 actions en circulation. |
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