Nov. 25, 2010 (Filing Services Canada) -- Delta Uranium Inc. (DUR - TSX Venture),announces its intention to restructure its corporate assets in the resource industry while de-emphasizing its focus on uranium exploration and development. The Company has sought financing for further exploration and development of its uranium properties over the past 18 months with no success. As a result, the company was unable to complete the required exploration expenditures on its C4, C5 and C6 uranium properties in the Athabasca Basin. The option on the C4, C5, and C6 properties will therefore terminate on December 31, 2010. The Company recognizing that there are no remaining opportunities to continue the option, has now sold its interest in the option agreement with Solitaire Minerals Corp. (TSX-V: SLT) to Terra Ventures Corp. (TSX-V: TAS) for a cash consideration of $25,000. Given the current market conditions and the Company's inability to attract additional investment capital for further exploration and development of its uranium assets, management believes that restructuring the Company will enable the Company to attract new resource assets and new investment capital.
Delta continues to retain its interest in the C3 property in the Athabasca Basin.
Further to our press release dated February 26, 2009, in which the Company announced its intention to restructure its assets and assign its interest its non uranium assets to Carlisle Goldfields Limited ("Carlisle"), and further to our press release dated April 21, 2009 whereby Delta entered into an option agreement with Citabar Limited Partnership ("Citabar") Citadel Gold Mines ("Citadel"), (the "Wawa Option Agreement"), and further to our press release dated June 18, 2009 in which we announced the termination of the proposed transaction with Carlisle, Delta is pleased to announce that it has now entered into an agreement with Augustine Ventures Inc. ("Augustine") with respect to its restructuring and the assignment of the Wawa Option Agreement.
Background
On February 26, 2009, Delta and its subsidiary, Delta Precious Metals Inc. ("DPM") entered into an agreement with Carlisle by which Delta and DPM would assign their respective rights under the Wawa Option Agreement to Carlisle Goldfields. Delta was to receive 4 million common shares in Carlisle which would be retained by Delta to fund its uranium operations.
On April 21, 2009, Delta and its subsidiary DPM entered into an agreement with Citadel and Citabar with respect to Wawa Option Agreement.
On June 18, 2009, Delta and DPM terminated the agreement with Carlisle.
Delta and DPM due to their respective adverse financial conditions remained desirous of entering into an agreement to assign its non uranium assets.
On September 15, 2010, Delta entered into an Assignment Agreement with Citadel, Citabar and Augustine whereby Delta would assign the Wawa Option Agreement to Augustine (the "Assignment Agreement").
Under the terms of the Assignment Agreement, Augustine would pay Citabar as follows:
a) 250,000 Shares of Augustine ("Compensation Shares") upon receipt of Ministry of Northern Development and Mines ("MNDM") consent to transfer the title to the mineral claims from Citadel to Citabar ("MNDM Consent to Transfer");
b) 250,000 Compensation Shares on the first anniversary of the MNDM Consent to Transfer;
c) 250,000 Compensation Shares on the second anniversary of the MNDM Consent to Transfer;
d) 250,000 Compensation Shares on the third anniversary of the MNDM Consent to Transfer;
On September 22, 2010, Delta entered into an agreement with Augustine (the "Delta Augustine Agreement") whereby Augustine would pay to Delta and amount of cash and common shares.
Under the terms of the Delta Augustine Agreement, Augustine will pay Delta as follows:
a) $100,000 cash on execution of the Delta Augustine Agreement; and
b) 3,810,000 common shares in the capital of Augustine (the "Consideration Shares") to be issued as follows:
(i) 2,310,000 Consideration Shares upon receipt of the MNDM Consent
to Transfer;
(ii) 500,000 Consideration Shares on or prior to the first anniversary
of receipt of the MNDM Consent to Transfer;
(iii)500,000 Consideration Shares on or prior to the second
anniversary of receipt of the MNDM Consent to Transfer; and
(iv) 500,000 Consideration Shares on or prior to the third anniversary
of receipt of the MNDM Consent to Transfer;
Share Dividend
The Board of Directors of Augustine have agreed to one lump sum payment of 3,810,000 Consideration Shares due to Delta in full. The Board of Directors of Delta have agreed to, subject to regulatory approval, distribute the 3,810,000 Consideration Shares on a pro rata basis to the Delta Shareholders. Upon receipt of the necessary approvals, Delta will set the record date and notify the shareholders of same.
Wayne Isaacs, CEO of Delta states that, "this is a good opportunity for our shareholders to spread their investment risk by obtaining shares in Augustine. We are looking forward to a revitalized Delta and the additional shareholder value from the acquisition of new assets and obtaining new financing".
The transaction between Augustine and Delta is a related party transaction as Mr. Isaacs is a shareholder, director and officer of each company, therefore, the completion of the transaction may be subject to regulatory and/or shareholders' approval.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About Delta Uranium Inc.
Delta Uranium is a TSX-V listed Canadian exploration company actively engaged in the acquisition, evaluation and exploration of uranium mineral properties in northeastern and northwestern Ontario, Athabasca Basin and Western Newfoundland, Canada.
About Augustine Ventures Inc.
Augustine Ventures Inc. was established in 1997, as Black Mountain Minerals Inc. ("Black Mountain") by statutory amalgamation of Triangle Capital Energy Corp. ("Triangle") and Per-X Minerals Inc. ("Per-X") pursuant to the provisions of the Ontario Business Corporations Act. Augustine is a non trading reporting issuer in good standing with its registered office in Ontario, Canada. Augustine recently completed a private placement for gross proceeds of $263,929. The primary purpose of the private placement is to satisfy financial obligations with respect to acquiring the Wawa Option Agreement and for general and administrative purposes. Augustine is currently in the process of negotiating an additional private placement to fund the exploration of the properties covered under the Wawa Option Agreement and will also apply to have its common shares listed and traded on the TSX Venture Exchange.
For additional information contact:
Wayne Isaacs, Chairman and CEO
Tel: (416) 363-3582
news@deltauranium.com
www.deltauranium.com
Delta Uranium Inc.
10th Floor, 56 Temperance Street
Toronto, Ontario, Canada M5H 3V5
Tel: (416) 363-3582
Fax: 1 (866) 288-3582
Source: Delta Uranium Inc. (DUR - TSX-V) http://www.deltauranium.com
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