TORONTO, ONTARIO, Nov 30 (MARKET WIRE) --
Duncan Park Holdings Corporation (TSX VENTURE: DPH.H) (the "Company" or
"Duncan Park") announces today that it has entered into a letter of
intent pursuant to which it may enter into an option and joint venture
arrangement with Sphere Resources Inc. ("Sphere") with respect to the
Dome property located in Ontario's Red Lake gold district.
Under the terms of the letter of intent, Duncan Park would join Sphere in
exploring the Dome property being optioned by Sphere from Global Minerals
Limited ("Global") pursuant to which Sphere may acquire an undivided 75%
interest in Global's right, title and interest in the property. The Dome
property is comprised of 13 unpatented mining claims (34 units), which
cover approximately 500 hectares and are located about 1 km east of the
Town of Red Lake and 3 km southwest of Balmertown, Ontario.
The terms of the letter of intent provide for Duncan Park to acquire
Sphere's option to acquire a 75% interest in the Dome property by making
cash payments of $25,000 per year and issuing Sphere two million Duncan
Park shares per year for three years and staged exploration expenditures
of $75,000 in year one, $350,000 in year two and $500,000 in year three.
Duncan Park may undertake a private placement of flow-through shares to
finance its expenditures on the property.
Duncan Park intends to advance Sphere the initial cash payment of
$25,000, which would be refunded if the transaction does not proceed by
February 26, 2010. Pursuant to its arrangements with Global with whom it
has entered a separate letter of intent, Sphere would issue 500,000 of
its shares to Global during each of the three years. In addition to the
issuance of the Duncan Park shares to Sphere, a total of $925,000 in
expenditures and the issuance of 1.5 million Sphere shares to Global are
required to earn the full 75% interest in the property.
Sphere would manage the exploration project. Duncan Park may abandon the
project after year two with no residual interest, further spending
requirements or obligation to issue Sphere the third instalment of Duncan
Park shares.
Under the letter of intent, Sphere may claw back Duncan Park's interest
in the property to 24% by paying Duncan Park an amount equal to four
times Duncan Park's expenditures on the property.
The proposed transaction remains subject to, among other things, Duncan
Park, Sphere and Global entering into a definitive option and joint
venture agreement, completion of satisfactory due diligence by Duncan
Park, receipt of all requisite regulatory and other approvals, including
board and stock exchange approvals as well as the delivery of an updated
National Instrument 43-101 report as may be required.
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking information" within the
meaning of applicable Canadian securities legislation. Forward-looking
information includes, but is not limited to, information with respect to
Duncan Park's proposed option and joint venture arrangements with respect
to the Dome property and the company's future plans. Generally,
forward-looking information can be identified by the use of
forward-looking terminology such as "plans", "expects", or "does not
expect", "is expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates", or "does not anticipate", or "believes" or
variations of such words and phrases or state that certain actions,
events or results "may", "could", "would", "might", or "will be taken",
"occur", or "be achieved". Forward-looking information is based on the
opinions and estimates of management at the date the information is made,
and is based on a number of assumptions and is subject to known and
unknown risks, uncertainties and other factors that may cause the actual
results, level of activity, performance or achievements of Duncan Park to
be materially different from those expressed or implied by such
forward-looking information, including risks related to option and joint
venture arrangements, such as entering into a definitive agreement,
receipt of all requisite regulatory and other approvals, completion of
satisfactory due diligence, receipt of a satisfactory National Instrument
43-101 report as may be required, he company's ability to obtain
necessary financing and as well as risks associated with the exploration,
development and mining industry such as economic factors, future
commodity prices, market conditions, changes in foreign exchange and
interest rates, government regulation, environmental risks, permitting
timelines, capital expenditures, operating or technical difficulties in
connection with exploration and development activities, availability of
skilled labour and equipment, the speculative nature of gold exploration
and development, including the risks of diminishing quantities of grades
of reserves, contests over title to properties, and changes in project
parameters as plans continue to be refined as well as those risk factors
discussed in Duncan Park's management's discussion and analysis for the
period ended August 31, 2009, available on www.sedar.com. Although Duncan
Park has attempted to identify important factors that could cause actual
results to differ materially from those contained in forward-looking
information, there may be other factors that cause results not to be as
anticipated, estimated or intended.
There can be no assurance that such information will prove to be
accurate, as actual results and future events could differ materially
from those anticipated in such information. Accordingly, readers should
not place undue reliance on forward-looking information. Duncan Park does
not undertake to update any forward-looking information contained herein,
except in accordance with applicable securities laws.
Neither TSX Venture Exchange Inc. nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange
Inc.) accepts responsibility for the adequacy or accuracy of this
release.
Contacts:
Duncan Park Holdings Corporation
Ian McAvity
Acting President & CEO
416-203-0860
info@duncanpark.com
www.duncanpark.com
Copyright 2009, Market Wire, All rights reserved.
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