|February 17, 2011|
Cadillac Enters into Agreement to Acquire Interest in Mineral Property in Peru
|Toronto, February 17, 2011 - Cadillac Ventures Inc. (TSXV-CDC) ("Cadillac" or the "Company") is pleased to announce that it has entered into an agreement (the "Agreement") with Urion Mining International B.V. ("Urion"), an indirect wholly-owned subsidiary of Trafigura Beheer B.V., whereby Cadillac will acquire an initial 30% indirect interest (the "Interest") in an approximately 51,000 hectare mineral property located 100km north of Lima, the capital city of Peru, and sometimes referred to as the 'Lima Norte property' (the "Property").|
Lima Norte Property
The Lima Norte property is located on the Pacific coast of Peru, geologically it is situated in the volcano-sedimentary Casma Group along the Cretaceous Coastal Basin. The Casma Group hosts several VHMS (Volcanic Hosted Massive Sulphide) deposits and mines in the coastal area of Central Peru, including Perubar, Tambo Grande, Colquisiri, Cerro Lindo and Eliana.
The Property has been flown with airborne Mag and EM by Urion, and a ground prospecting program over copper bearing volcanic outcrop on the Property has been completed. Several airborne anomalies have been identified and high priority drill targets located. These will be the subject of the first program.
In consideration for the Interest, Cadillac will pay CDN$310,000 to Urion, to be satisfied by the issuance of common shares of Cadillac based on the 10-day average closing price of Cadillac's common shares on the TSX Venture Exchange two business days prior to the closing date. In addition, Cadillac will be responsible for the annual payments due in respect of the Property, and will pay to Urion US$127,000 on closing, representing the reimbursement for the first annual payment, payable either in cash or in shares of Cadillac (at Cadillac's option).
Cadillac will have the option to acquire up to an additional 50% indirect interest in the Property by funding expenditures on the Property of at least CDN$2,250,000 over a three-year period. Upon acquisition of the Interest, Cadillac will be appointed as manager of the Property with overall management responsibility for operations on the Property.
Closing is conditional upon satisfaction of customary closing conditions and deliveries, including receipt of applicable regulatory approvals (including acceptance of the TSX Venture Exchange).
Pursuant to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the transaction constitutes a "related party transaction", as Urion is a control person of the Company. The Company is exempt from obtaining both a formal valuation and minority shareholder approval in connection with the transaction because neither the fair market value of assets acquired from Urion, nor the consideration for such assets, exceeds 25% of the Company's market capitalization as calculated in accordance with MI 61-101.
The Company and Urion intend to complete this transaction in a timely manner. Accordingly, the transaction may close less than 21 days after the date of this press release.
Cadillac is a development-focused exploration company which has the past-producing Thierry Property near Pickle Lake in Northern Ontario, several exploration projects in Spain in joint venture with MATSA and three Canadian exploration projects, located in regions that have been historically active.
The Thierry Property encompasses the past producing Thierry Mine which ceased production in 1982 leaving potentially economic mineralization in situ. In addition to the Thierry mine project, Cadillac wholly owns the New Alger project, a previously productive gold mine, located outside of Cadillac, Quebec, where the Company has entered into a joint venture agreement with Renforth Resources Inc. for a three year $2.5 million exploration program. In Spain, the Company is joint venture partner with Minas de Aguas Tenidas, S.A.U. regarding the exploration of 12 different investigation licenses surrounding the Aguas Tenidas Mine in the Iberian Pyrite Belt of southern Spain. The Pickle Lake Gold project held by Cadillac is a land package contiguous to three formerly productive historic gold mines; this project has been joint ventured to Newcastle Minerals Ltd. The Burnt Hill Project is a 51% owned tungsten tin project located outside of Fredericton, New Brunswick.
For more information regarding Cadillac, please visit our website at www.cadillacventures.com, or call Norman Brewster, President and Chief Executive Officer, at 416 203-7722.
Forward Looking Statements
This news release contains certain forward-looking statements under applicable securities laws. Specifically, this news release includes forward-looking statements regarding the closing of the transaction. All statements, other than statements of historical fact, are forward looking. Forward-looking statements are frequently identified by such words as 'may', 'will', 'plan', 'expect', 'believe', 'anticipate', 'estimate', 'intend' and similar words referring to future events and results. Forward-looking statements are based on the current opinions and expectations of management. All forward-looking information is inherently uncertain and subject to a variety of assumptions, risks and uncertainties, including the speculative nature of mineral exploration and development, fluctuating commodity prices, the risks of obtaining necessary licences and permits and the availability of financing, as described in more detail in the Company's securities filings available at www.sedar.com. Actual events or results may differ materially from those projected in the forward-looking statements and the reader is cautioned against placing undue reliance thereon. Cadillac assumes no obligation to revise or update these forward-looking statements except as required by law. All dollar amounts are in Canadian dollars unless otherwise noted.
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.