Trading Symbol: TSX-V: IG
CALGARY, Feb. 23 /CNW/ - Infinito Gold Ltd. (the "Company" or
"Infinito") and Guyana Frontier Mining Corp. (formerly Shoreham
Resources Ltd.) ("Purchaser") have closed the definitive purchase and
sale agreement (the "Agreement") pursuant to the definitive purchase
and sale agreement executed on December 22, 2010, and disclosed in the
Company's news release dated December 22, 2010.
Under the terms of the Agreement the Purchaser has acquired 100% of the
issued and outstanding common shares of Infinito's subsidiaries in
Guyana and Aruba which hold the Marudi Mountain and Paint Mountain, and
Potaro mineral concessions.
Total consideration is US$500,000 in cash and the issuance of 1,600,000
common shares of the Purchaser to the Company. On August 17, 2010, the
Purchaser paid US$100,000 to the Company (the "Deposit Payment"), and
upon closing the Purchaser has paid to the Company the US$400,000
balance and issued 1,600,000 shares.
The Company has been granted a 2% Net Smelter Returns ("NSR") royalty on
all future mineral production from the Marudi Mountain Project to a
maximum of US$3,000,000. The Company has also received from the
Purchaser a 2% NSR royalty for all future mineral production from the
Potaro Project, to a maximum of US$2,000,000.
Under the terms of the Agreement Infinito has transferred to the
Purchaser a 100% right, title and interest in and to the holding
companies, free and clear of all encumbrances (except permitted
encumbrances) and the interests of others. Furthermore, Infinito will
retain no interest in or liability, including reclamation liability,
associated with the holding companies other than the NSR royalties.
Caution Regarding Forward-Looking Information and Statements
Certain statements in this press release address future events and
conditions and, as such, involve known and unknown risks, uncertainties
and other factors which may cause the actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by the statements.
These factors include, among others, the risks associated with
commencing and continuing production at either the Marudi Mountain or
Potaro Projects. The Company undertakes no obligation to update these
forward-looking information or statements if circumstances or
management's estimates or opinions should change. The reader is
cautioned not to place undue reliance on forward-looking information or
INFINITO GOLD LTD.
President and CEO
"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 and accuracy of this release."
SOURCE Infinito Gold Ltd.
For further information:
INFINITO GOLD LTD.
600, 1100 1stStreet S.E.
Calgary, Alberta T2G 1B1
Telephone: (403) 444-5191