new illenMin to acquire 70% of Electra's Suquash as QTTicker Symbol: C:MVM C:ELTMillenMin to acquire 70% of Electra's Suquash as QTMillenMin Ventures Inc (C:MVM)Shares Issued 6,000,000Last Close MVM.P 11/16/2011
.10Tuesday December 13 2011 - News ReleaseAlso Electra Gold Ltd (C:ELT) News ReleaseMr. Yunkai Cai of MillenMin reportsMILLENMIN VENTURES INC. ENTERS INTO LETTER OF INTENT TO ACQUIRE COAL PROPERTY FROM ELECTRA GOLD LTD. AS ITS QUALIFYING TRANSACTIONMillenMin Ventures Inc. has entered into a non-binding letter of intent dated December 12, 2011 (the "LOI") with Electra Gold Ltd. ("Electra") (TSX-V: ELT), whereby MillenMin can earn up to 70% of Electra's 100% owned undivided interest in the Suquash coal property (the "Project") situated on Vancouver Island, British Columbia of Canada (the "Proposed Transaction"). The Proposed Transaction is subject to the approval of the TSX Venture Exchange (the "Exchange") and will constitute MillenMin's Qualifying Transaction (the "QT") pursuant to the Exchange Policy 2.4 concerning capital pool companies (the "CPC Policy"). MillenMin is a capital pool company and will become a Tier 2 mining issuer listed on the Exchange upon completion of the QT.Electra is a junior exploration and mining company incorporated in British Columbia listed on the Exchange. The QT will be carried out by parties dealing at arm's length and is not a Non-Arm's Length Qualifying Transaction, as such term is defined in the CPC Policy. MillenMin does not expect that approval of its shareholders will be required for the QT.Proposed TransactionUnder the LOI, MillenMin has been granted the exclusive right and option to acquire an undivided 70% interest in the Project by paying $60,000 to Electra, incurring $600,000 aggregate exploration expenditures on the Project and issuing 300,000 common shares in the capital of MillenMin (the "Shares") to Electra over a period of three years.MillenMin, in consultation with Electra, will be the operator of the Project and will operate, manage and coordinate the exploration to be conducted on the Project.Upon MillenMin earning an undivided 70% interest in the Project, MillenMin and Electra will form a joint venture to explore and develop the Project. The participating interests in the joint venture of MillenMin and Electra shall be 70% and 30%, respectively, and each party will be responsible for funding the exploration and development activities of the Project in accordance with its proportional interest in the joint venture.A finder's fee may be paid in connection with the Proposed Transaction up to the maximum amount permitted by the Exchange to each of Chenergy Service Inc. and Leila Nigro.The LOI requires that the parties enter into the definitive option agreement following the completion of the due diligence investigation by MillenMin.Suquash coal propertyThe Suquash coal property is located on the eastern coast of northern Vancouver Island, between the communities of Port McNeill and Port Hardy. The Project is comprised of three Coal Tenures that cover approximately 1,000 hectares. All of the Coal Tenures are 100% owned by Electra. The Project is easily accessed for exploration purposes, as it lies within an area that is served by an extensive network of well-constructed all-weather logging-roads, all of which connect to and cross the highway.The Project is situated in Suquash Basin, a Late Cretaceous forearc basin which covered a portion of the Pacific coastal edge of North America. All of the known coal resources lie within the Suquash Formation, which is approximately 330 to 350 metres thick within the Project. The geology type is considered to be moderate.Coal has been worked from locations within and adjacent to the Suquash coal property at various times in the past 160 years. Some artisanal opencast workings were operated along the shoreline.In 2008, Electra drilled four diamond-drill boreholes totaling over 650 metres. The four boreholes all reached their target coal. Coal of interest for underground mining lies within the Suquash No.2 coal bed near the middle of the Suquash Formation. Within the current outlines of the Suquash coal property, the Suquash No.2 coal bed ranges in gross thickness (inclusive of internal rock partings) from 20 centimetres to 2.42 metres. The Suquash No.2 coal bed is estimated to contain 4.82 million tonnes of measured and indicated resources of immediate and future interest for underground mining.Air-dried calorific values of the float-1.40 clean coal from the Suquash No.2 coal bed are at 6647 to 6922 calories/gram (11,965 to 12,460 BTU/pound). The Suquash No.2 coal is classified as an ASTM coal rank of high volatile B to high-volatile C bituminous and is suitable for thermal-power generation. Further confirmatory and exploratory work, including analytical work, drilling, and underground work, are recommended.MillenMin will engage a qualified person as defined by National Instrument 43-101 ("NI 43-101") to prepare a NI 43-101-compliant technical report. A technical report dated October 23, 2009 (the "Technical Report") related to the Project was prepared for Electra and filed under its profile on SEDAR at
www.sedar.com. The forgoing summary was derived from the Technical Report and MillenMin has not verified the technical information included in this news release.Private PlacementConcurrent with the QT, MillenMin intends to complete a non-brokered private placement (the "Private Placement") of up to 3,000,000 units at a price of
.20 per unit for aggregate gross proceeds of $600,000. Each unit is composed of one common share of the Company and one-half of one common share purchase warrant. Each warrant will be exercisable for one common share of the Company at a price of
.25 per share for the first 12 months and
.40 per share for the remaining 12 months from the date of issuance.The net proceeds of the Private Placement will be used to fund the costs associated with the completion of the QT, the work program as recommended in the NI 43-101 report on the Project and to provide general corporate purposes within the 18-month period following the date the QT has been approved by the Exchange. A finder's fee will be payable on a portion of the Private Placement. The securities issued pursuant to the Private Placement will be subject to a 4 month hold period from the date of the closing of the Private Placement.Board of Directors and Management of the Resulting Issuer It is anticipated that upon completion of the QT, the current directors and officers of the Company will remain the same and will be as follows:Shunyi Yao - CEO and directorJohn H. Paterson - Chairman and directorYunkai (Kent) Cai - President, CFO, Secretary and DirectorKenny Wan - DirectorSheng (Sam) Wang - DirectorFor a description of the backgrounds of the current officers and directors of MillenMin, see its management information circular as filed on SEDAR on October 26, 2011.SponsorshipMillenMin intends to request that the Exchange grant a waiver of the requirements for sponsorship of the QT. There is no assurance that the waiver will be granted.Trading HaltIn accordance with Exchange policies, the Shares are currently halted from trading and will remain so until the documentation required by the Exchange for the QT can be provided to the Exchange and may remain halted until completion of the QT.John H. Paterson, M.Sc., P.Eng., Chairman and a director of MillenMin, is the qualified person as defined by NI 43-101 who reviewed the technical information in this news release.We seek Safe Harbor.© 2011 Canjex Publishing Ltd.