ALD Aldever Resources Inc

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR RELEASE TO U.S. NEWSWIRE SERVICES

Alderon Resource Corp. (TSX VENTURE:ALD) (the "Company") is pleased to announce
that it has closed the $10 million non-brokered private placement previously
announced on January 15, 2010 through the issuance of 10 million subscription
receipts, at a price of $1.00 per subscription receipt. The proceeds are being
held in escrow pending completion of a 2 for 1 share consolidation and the
acquisition of a private British Columbia Company ("Privco"), by the issuance of
5 million post-consolidated shares of Alderon.


Upon completion of the share consolidation and acquisition, each subscription
receipt will automatically convert into one post-consolidated common share of
Alderon for no additional consideration. Finder's fees of $445,500 and 445,500
finder's warrants are issuable in connection with the private placement. Each
finder's warrant entitles the holder to purchase one post-consolidated common
share of Alderon for $1.00, on or before February 16, 2011. The finder's
warrants cannot be exercised until the share consolidation and acquisition are
completed. The securities issued in the private placement are subject to a hold
period expiring on June 16, 2010.


The Company and Privco are parties to an Option Agreement dated November 2, 2009
with Altius Resources Inc. ("Altius") pursuant to which the Company has the
right to acquire a 100% interest in the Kamistiatusset iron ore project in
western Labrador. Altius is a wholly owned subsidiary of Altius Minerals
Corporation (TSX-ALS).


On closing of this private placement, all financing conditions as set out in the
Option Agreement have been satisfied.


In order to exercise the Option, the Company is required to fund exploration
expenditures on the property of at least $1,000,000 in the first year, and
cumulative expenditures in the first two years of at least $5 million. At the
option of the Company, it can elect to incur cumulative exploration expenditures
of at least $2,500,000 in the first 2 years and pay to Altius an amount in cash
equal to $5,000,000 minus the actual amount of expenditures incurred. Upon
incurring such expenditures the Company will be entitled to exercise the Option
and acquire a 100% interest in the Kamistiatusset project by issuing an
aggregate of 31,778,081 post-consolidated shares of the Company to Altius,
subject to adjustment in the event that the Company issues additional
securities, at less than agreed prices, prior to the exercise of the Option.


A 43-101 report on the Kamistiatusset property has been filed with the TSX
Venture Exchange for review in connection with the proposed transaction. Further
information on the Kamistiatusset property and future exploration programs will
be announced once the 43-101 has received regulatory approval and has been filed
on SEDAR.


The acquisition remains subject to regulatory approval.

We seek Safe Harbor.

ALDERON RESOURCE CORP.

On behalf of the Board

Jeff Durno, CEO/Director

This new release may contain forward-looking statements. These statements are
based on current expectations and assumptions that are subject to risks and
uncertainties. Actual results could differ materially because of factors
discussed in the management discussion and analysis section of our interim and
most recent annual financial statement or other reports and filings with the TSX
Venture Exchange and applicable Canadian securities regulations. We do not
assume any obligation to update any forward-looking statements.

Aldever Resources (TSXV:ALD)
Historical Stock Chart
From Mar 2024 to Apr 2024

Aldever Resources (TSXV:ALD)
Historical Stock Chart
From Apr 2023 to Apr 2024