Indigo Exploration Inc. (TSX VENTURE: IXI) reports that it has
entered into a non-binding Letter of Intent (the "LOI") to acquire
(the "Acquisition") all of the issued and outstanding shares of
Sanu Resources Burkina Faso SARL, ("Sanu Burkina") an indirectly
owned subsidiary of NGEx Resources Inc. NGEx is a mineral
exploration company listed on the TSX and which trades under the
symbol "NGQ". The primary assets of Sanu Burkina consist of four
gold mineral exploration permits in the Republic of Burkina Faso,
West Africa. The consideration for the Acquisition is Cdn$65,000
and 3,000,000 common shares of Indigo at a deemed price of $0.15
per share, of which $30,000 was paid on signing of the LOI. The
remaining $35,000 and the 3,000,000 common shares are due on
execution of a definitive agreement and closing, respectively, of
the Acquisition. The number of shares to be issued at closing will
be subject to readjustment if the market price of the shares is
less than $450,000, based on the 10 day average closing market
price of Indigo's shares on the TSX Venture Exchange (the
"Exchange"). The proposed Acquisition will be subject to, among
other things, the parties entering into a definitive agreement and
to the acceptance of the Exchange.
The Burkina Faso property package consists of four exploration
permits in greenstone belts that contain significant gold
discoveries: Kodyel, Tordo, Lati and Loto. The four permits held by
Sanu Burkina are government granted licenses. The following
description of the four permits is summarized from the NGEx
Resources Inc. Annual Information Form filed under the NGEx SEDAR
profile.
Kodyel Exploration Permit
The Kodyel permit lies close to the Niger border approximately
300km east of Ouagadougou. Access is by paved road as far as Fada
N'gourma about 200km east of Ouagadougou and thence by gravel
roads.The Kodyel permit covers an extension of the Sirba greenstone
belt that hosts the Samira Hill gold mine just across the border in
Niger. The geology consists of meta-volcanics associated with
meta-sediments which are affected by NE-SW shearing. Several
artisanal workings occur within the permit, with the most
significant being the Kodyel 1, CFA workings and Tounganga. Here a
multiple, massive, quartz veins 1-5m wide cropping out over more
than 400m have been worked by local miners since 1984 to a depth of
over 7m. Highlights of grab samples of quartz from artisanal gold
mining sites on veining, and alteration, within intermediate tuffs
and highly altered, sheared and kaolinized felsic volcanics include
7 gpt Au and 9 gpt Au. A large part of the permit including the
major Tounganga artisanal mining site remains unexplored.
The permit was held from 1995-1997 by SEMAFO who drilled over
493 RAB, 26 RC and 12 DD holes into the CFA prospect and outlined a
small resource. The best intersection was Hole 196 with 43m of 4.3
gpt Au.
The permit is 100% owned by Sanu Burkina.
Tordo Exploration Permit
The 143 sq. km Tordo permit lies about 150km northeast of
Ouagadougou and is 100% owned by Sanu Burkina. The permit covers a
portion of the Fada N'gourma greenstone belt which consists of
meta-tuff, meta-sediment and mafic metavolcanic rocks. A dilational
fault splay is focused near the contact of the greenstone belt and
enclosing granites. A number of artisanal gold workings and lag
quartz-float debris fields are associated with these structures.
The area had never been previously explored. A regional and locally
detailed soil geochemistry program has defined a 1300 x 300m soil
gold anomaly in saprolite with peak values to 3000 ppb gold.
Lati Exploration Permit
The 246 sq. km Lati Permit, located in the Boromo greenstone
belt, covers a major north-south shear zone and a number of known
but under-explored prospects as well as an active artisanal mining
area. The Lati permit is about 150 km by road, of which about 100
km is paved, west of Ouagadougou. Lati was previously explored by
the UNDP (United Nations Development Program) and BUMIGEB (Burkina
Faso Office of Mines and Geology) for volcanic-hosted massive
sulfides (VHMS) similar to the Perkoa zinc deposit, as well as by
Carlin Resources and Incanore Resources.
Prior exploration included airborne geophysics, soil
geochemistry, trenching, and drilling. Several anomalous areas that
were not followed up include a gold-in-soil anomaly (1000m by 200m)
in the northern part of the permit in which three samples yielded
over 1 gpt Au with a peak value of 6.5 gpt Au; a UNDP prospect that
reported 12m of 2.45 gpt Au in a diamond drill hole; and the
Kwademen artisanal mining area where reported gold mineralization
over an area of 1250m x 250m with isolated values up to 65 gpt Au
occurs in quartz veins and veinlets in a sheared granites and
felsic volcanics.
Sanu Burkina has completed a detailed mapping and soil and
trench sampling program to verify and better understand the extent
of the reported gold anomalies before embarking on a program of RC
drilling in the most prospective areas of the permit. The
preliminary results show a significant gold and base metal anomaly
approximately 1.5km x 300m near a sediment volcanic contact in the
Kwademen prospect.
Work has concentrated on relocating previously discovered
anomalies since there appeared to significant positional errors in
the earlier work. Current work has confirmed a strong gold and
base-metal anomaly with peak gold values to 1480 ppb near a felsic
volcanic-shale contact and suggests that previous work did not test
the gold anomaly adequately.
Loto Exploration Permit
The 93 sq. km Loto exploration permit is located in the Boromo
greenstone belt. The Loto permit lies near the town of Diebougou,
approximately 270km by road from Ouagadougou of which 250km is
paved. The area is intensely farmed and it has taken time to
establish a working relationship with the local community.
Attention was first drawn to this area by outcrops of strongly
anomalous (1-2 gpt Au) quartz vein swarms in intermediate to mafic
volcanics. Sanu Burkina has covered the areas of quartz veining by
regional 400 x 100m soil geochemistry, rock chip and lag sampling
and geological mapping. Results are pending.
Indigo plans programs of concurrent soil geochemistry and air
core drilling on the Lati and Tordo permits and a program of
concurrent soil geochemistry and reverse circulation drilling on
the Kodyel permit.
About Burkina Faso
The property package lies in the West African nation of Burkina
Faso. West Africa is underlain by the Birimian Greenstone Belt, one
of the most prolific gold producing areas in the world. A number of
the world's major gold companies are active in West Africa, several
with producing mines, including: IAMGOLD Corporation, AngloGold
Ashanti Limited, Randgold Resources Limited, Gold Fields Limited
and Newmont Mining Corporation. Burkina Faso is considered to be
relatively stable, both politically and economically and relies
primarily on farming and mining as it main sources of revenue.
Concurrent Financing
In connection with the Acquisition, Indigo intends to conduct a
private placement of up to 5,000,000 subscription receipts (the
"Subscription Receipts") at a price of $0.20 per subscription
receipt for gross proceeds of up to $1,000,000 (the "Offering").
Each Subscription Receipt will entitle the holder to acquire, for
no additional consideration, one common share of Indigo (a "Share")
and one share purchase warrant (a "Warrant") entitling the holder
to purchase one additional share of Indigo at a price of $0.30 per
share for a period of one year from the date the Subscription
Receipts are issued. If during the exercise period of the Warrants
the closing price of Indigo's shares is $0.45 per share or higher
for 20 consecutive trading days, Indigo may accelerate the expiry
time of the Warrants to 20 calendar days from the date written
notice of same is provided to the holders.
On the closing of the Offering, the gross proceeds will be
placed into escrow pursuant to the terms of a subscription receipts
agreement (the "SRA") to be entered into between Indigo and
Computershare Trust Company of Canada (the "Escrow Agent"). Under
the terms of the SRA, the Subscription Receipts will automatically
convert into Shares and Warrants on that date (the "Conversion
Date") on which Indigo provides notice to the Escrow Agent
that:
(a) Indigo has entered into a definitive agreement that replaces
the LOI;
(b) the Exchange has approved or accepted filing of
documentation respecting the Acquisition; and
(c) the Acquisition has closed.
On the Conversion Date, the Escrow Agent will release the
proceeds from the Offering to Indigo. The Shares and any shares
issued upon exercise of the Warrants will be subject to a hold
period of 4 months and one day from the date of Closing of the
Offering. If the Conversion Date does not occur on or before 4:00
p.m. (Vancouver Time) on May 31, 2010, all Subscription Receipts
will be automatically cancelled and be null and void and the
subscription proceeds held by the Escrow Agent from the Offering
will be returned to the purchasers.
Finders' fees may be payable in connection with the
Offering.
The proceeds of the Offering will be used to conduct exploration
activities on Indigo's properties in Burkina Faso and for working
capital.
On Behalf of the Board of Directors,
R. Tim Henneberry, P.Geo., President and CEO
R. Tim Henneberry, P.Geo., President and Director of Indigo
Exploration Inc., is the Qualified Person as defined in National
Instrument 43-101, who has reviewed and approved the technical
content of this news release.
Forward-Looking Statements
This press release contains forward-looking statements. All
statements, other than statements of historical fact, constitute
"forward-looking statements" and include any information that
addresses activities, events or developments that Indigo believes,
expects or anticipates will or may occur in the future including
Indigo's strategy, plans or future financial or operating
performance and other statements that express management's
expectations or estimates of future performance.
Forward-looking statements are generally identifiable by the use
of the words "may", "will", "should", "continue", "expect",
"anticipate", "estimate", "believe", "intend", "plan" or "project"
or the negative of these words or other variations on these words
or comparable terminology. All such forward-looking information and
statements are based on certain assumptions and analyses made by
Indigo's management in light of their experience and perception of
historical trends, current conditions and expected future
developments, as well as other factors management believes are
appropriate in the circumstances. These statements, however, are
subject to known and unknown risks, uncertainties and other factors
that may cause the actual results, level of activity, performance
or achievements of Indigo to be materially different from those
expressed, implied by or projected in the forward-looking
information or statements. Important factors that could cause
actual results to differ from these forward-looking statements
include but are not limited to: inability to enter into a final
binding agreement with respect to Sanu Burkina, risks related to
the exploration and potential development of Indigo's projects,
risks related to international operations, the conclusions of
economic evaluations, changes in project parameters as plans
continue to be refined, future prices of gold, as well as risk
factors discussed in certain of Indigo's continuous disclosure
documents filed on SEDAR.
There can be no assurance that any forward-looking statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, the reader should not place any undue reliance on
forward-looking information or statements. Except as required by
law, Indigo does not intend to revise or update these
forward-looking statements after the date of this document or to
revise them to reflect the occurrence of future unanticipated
events.
Neither the TSX Venture Exchange nor its Regulations Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accept responsibility for the adequacy or
accuracy of this release.
Contacts: Indigo Exploration Inc. Tim Henneberry (604)
681-3422
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