Private Placement of approximately $1.2 million in DIOS by IAMGOLD and
Option for a Future Joint Venture on Shipshaw
MONTREAL, QUEBEC, CANADA - DIOS EXPLORATION Inc. ("DIOS") is
pleased to report the entry into a Letter of Offer from IAMGOLD Corporation ("IAMGOLD")
to Participate in a Private Placement of approximately $1.2 million in Common
Shares of DIOS (the "Subscription Amount"), at a price of $0.35 per
share. IAMGOLD is consequently granted an exclusive option (the "Option")
to enter into an Option and Joint Venture Agreement (the "Option
Agreement") to earn sixty percent (60%) of DIOS's interest in the Shipshaw
Project, Saguenay area, Quebec, within two years of the private placement in
DIOS, which Option may not be exercised until the earliest of the time taken by
DIOS to spend 80% of the Subscription Amount on the Shipshaw Carbonatite
program (under DIOS' management), or of a period of one year after IAMGOLD has
subscribed to the initial private placement.
No
less than 80% of the Subscription Amount would be committed to DIOS' Shipshaw
Carbonatite program, and any surrounding claims; DIOS grants IAMGOLD a
pre-emptive right to subscribe to any future financing of DIOS to maintain its
percentage interest (around 9.9 %) in the total issued and outstanding Common
Shares of DIOS; DIOS grants IAMGOLD the right to subscribe to another
private placement of DIOS, in the event of exercises of options and/or
warrants; and DIOS grants IAMGOLD the Option to enter into the Option Agreement
to earn sixty percent (60%) of DIOS's interest in the Shipshaw Project, within
two years of this private placement.
To
earn 60% of the Interest and of all mining claims acquired by DIOS in the
Niobec Niobium Mine area, IAMGOLD would spend, over a three year period
from the Option Agreement Execution Date, work expenditures in an amount
equivalent to 200% of past expenditures incurred by DIOS on the Property,
including, all exploration expenses incurred through IAMGOLD private placement
and all acquisition costs incurred by DIOS; and, during the Option Period,
IAMGOLD would purchase for $250,000 of Common Shares of DIOS: a minimum
of $
30,000 upon Execution of the Option Agreement, $ 50,000 on or before the first
anniversary, $ 70,000 on or before the second anniversary, and $ 100,000 on or
before the third anniversary. From the Execution Date, IAMGOLD would be
appointed operation manager. A transition period will be discussed and
negotiated with management of DIOS to ensure a smooth transition in any current
exploration program and in the transfer of knowledge by DIOS professionals.
Upon the Option being exercised, a joint venture will be established with
60% interest for IAMGOLD and 40% interest for DIOS, including all necessary
provisions commonly used in the mining industry for joint venture agreements.
DIOS' management and exploration team would like to welcome IAMGOLD as
an important new shareholder in DIOS and as a possible future joint
venture partner on the Shipshaw Carbonatite Complex, discovered by DIOS
a few kilometers away from the Niobec mine and ferro-niobium facilities owned
by IAMGOLD, Saguenay, Quebec.
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.