Ms. Marie-Jose Girardreports
PRIVATE PLACEMENT OF APPROXIMATELY $1.2 MILLION IN DIOS BYIAMGOLD AND OPTION FOR A FUTURE JOINT VENTURE ON SHIPSHAW
Dios Exploration Inc. has entered into a letter of offer from IamgoldCorp. to participate in a private placement of approximately$1.2-million in common shares of DIOS at a price of 35 cents per share.IAMGOLD is consequently granted an exclusive option (the "Option") toenter into an Option and Joint Venture Agreement (the "OptionAgreement") to earn sixty percent (60%) of DIOS's interest in theShipshaw Project, Saguenay area, Quebec, within two years of the privateplacement in DIOS, which Option may not be exercised until the earliestof the time taken by DIOS to spend 80% of the Subscription Amount onthe Shipshaw Carbonatite program (under DIOS' management), or of aperiod of one year after IAMGOLD has subscribed to the initial privateplacement.
No less than 80% of the Subscription Amount would be committed to DIOS'Shipshaw Carbonatite program, and any surrounding claims; DIOS grantsIAMGOLD a pre-emptive right to subscribe to any future financing of DIOSto maintain its percentage interest (around 9.9 %) in the total issuedand outstanding Common Shares of DIOS; DIOS grants IAMGOLD the right tosubscribe to another private placement of DIOS, in the event ofexercises of options and/or warrants; and DIOS grants IAMGOLD the Optionto enter into the Option Agreement to earn sixty percent (60%) ofDIOS's interest in the Shipshaw Project, within two years of thisprivate placement.
To earn 60% of the Interest and of all mining claims acquired by DIOS inthe Niobec Niobium Mine area, IAMGOLD would spend, over a three yearperiod from the Option Agreement Execution Date, work expenditures in anamount equivalent to 200% of past expenditures incurred by DIOS on theProperty, including, all exploration expenses incurred through IAMGOLDprivate placement and all acquisition costs incurred by DIOS; and,during the Option Period, IAMGOLD would purchase for $250,000 of CommonShares of DIOS: a minimum of $ 30,000 upon Execution of the OptionAgreement, $ 50,000 on or before the first anniversary, $ 70,000 on orbefore the second anniversary, and $ 100,000 on or before the thirdanniversary. From the Execution Date, IAMGOLD would be appointedoperation manager. A transition period will be discussed and negotiatedwith management of DIOS to ensure a smooth transition in any currentexploration program and in the transfer of knowledge by DIOSprofessionals. Upon the Option being exercised, a joint venture will beestablished with 60% interest for IAMGOLD and 40% interest for DIOS,including all necessary provisions commonly used in the mining industryfor joint venture agreements.
DIOS' management and exploration team would like to welcome IAMGOLD asan important new shareholder in DIOS and as a possible future jointventure partner on the Shipshaw Carbonatite Complex, discovered by DIOS afew kilometers away from the Niobec mine and ferro-niobium facilitiesowned by IAMGOLD, Saguenay, Quebec.