Azincourt Energy Options Advanced Uranium Project In Labrador
| Common Shares | Exploration Expenditures | |
| On the grant of the Option | 15,000,000 | Nil |
| Within nine months | 15,000,000 | Nil |
| Within twenty-one months | 15,000,000 | $250,000 |
| Within thirty-three months | 15,000,000 | $750,000 |
Following exercise of the Option, the Project will be subject to a two percent net smelter returns royalty, half of which may be purchased back at any time for a one-time cash payment of $1,000,000 to the underlying optionors.
All securities issued in connection with the Option will be subject to a four-month-and-one-day statutory hold period. A finder's fee totaling 5,100,000 common shares is payable by the Company to an arms-length third party in connection with the Option, of which 1,633,333 shares are payable upon closing of the Option with the remaining common shares issuable upon completion of the share issuances owing on the nine, twenty-one and thirty-three month anniversaries in order to maintain the Option in good standing. The Option remains subject to the approval of the TSX Venture Exchange (the“ Exchange ”).
Figure 1: Snegamook Project Location Map – Central Mineral Belt, Labrador, Canada.
Figure 2: Snegamook and Two Time Zone mineralization map. (Silver Spruce Resources news release dated August 12, 2008)
Non-Brokered Private Placement
The Company also announces that it will offer up to 66,666,667 units of the Company by way of non-brokered private placement at a price of $0.015 per unit for gross proceeds of up to $1,000,000 (the“ Private Placement ”). Each Unit will be comprised of one common share (a“Share”) and one common share purchase warrant (a“Warrant”). Each Warrant will be exercisable at a price of $0.05 into one common share for a period of 36 months from the date of issue.
The gross proceeds of the Private Placement will be used for general working capital and exploration work on the Project. The gross proceeds will not be used for any payments to non-arm's length parties of the Company nor for any payment relating to persons conducting investor relations activities.
In connection with the Private Placement, the Company may pay finders' fees to eligible third parties that have assisted in introducing subscribers to the Company. All Common Shares to be issued in connection with the Private Placement will be subject to a four-month-and-one-day statutory hold period in accordance with applicable securities laws. Completion of the Private Placement remains subject to the approval of the Exchange. It is expected that the Private Placement will not result in the creation of a new control person of the Company.
Grant of Restricted Share Units
The Company also announces the grant of 15,000,000 restricted share units (“ RSUs ”) to directors, management and consultants under the Company's shareholder-approved incentive plans. The RSUs will vest and convert into Common Shares on the date that is twelve months from the date of issuance. The grant of such RSUs is intended to align compensation of directors, management and consultants with the interests of shareholders.
Qualified Person
The technical information in this news release has been prepared in accordance with the Canadian regulatory requirements set out in National Instrument 43-101 and reviewed on behalf of the company by C. Trevor Perkins, P.Geo., Vice President, Exploration of Azincourt Energy, and a Qualified Person as defined by National Instrument 43-101.
About Azincourt Energy Corp.
Azincourt is a Canadian-based resource company specializing in the strategic acquisition, exploration, and development of alternative energy/fuel projects. The Company has been a uranium explorer for over a decade and is currently active at its majority-owned joint venture East Preston uranium project located in the Athabasca Basin, Saskatchewan.
*The historical interpretation and drill intersections described here in have not been verified and are extracted from news releases issued by Silver Spruce Resources Inc on April 24, 2008, and August 12, 2008, as well as annual Management Discussion and Analysis documents filed on , and disclosure published on the website for Paladin Energy Limited ( ). The Company has not completed sufficient work to confirm and validate any of the historical data from the Snegamook occurrence. The Company considers the historical work a reliable indication of the potential of the Project and the information may be of assistance to readers.
ON BEHALF OF THE BOARD OF AZINCOURT ENERGY CORP.
“Alex Klenman”
Alex Klenman, President & CEO
For further information please contact:
Alex Klenman, President & CEO
Tel: 604-638-8063
...
Azincourt Energy Corp.
1430 – 800 West Pender Street
Vancouver, BC V6C 2V6
Cautionary Statement Regarding Forward-Looking Statements
This news release may contain certain“Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words“anticipate”,“believe”,“estimate”,“expect”,“target,“plan”,“forecast”,“may”,“schedule” and similar words or expressions identify forward-looking statements or information. Such statements represent the Company's current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political, and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules, and regulations.
Neither the 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.
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