Hathor Exploration Limited
TSX VENTURE : HAT

Hathor Exploration Limited

November 05, 2007 19:19 ET

Hathor Announces Offer for Northern Continental Resources

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 5, 2007) - Hathor Exploration Limited ("Hathor") (TSX VENTURE:HAT) today announced that it will make an offer to acquire all of the outstanding shares of Northern Continental Resources Inc. ("Northern Continental") (TSX VENTURE:NCR) in exchange for shares of Hathor in order to consolidate its ownership and strengthen the drilling program on the Russell Lake property. Under the offer, Northern Continental shareholders will receive 0.40 of a Hathor common share for each Northern Continental common share, representing a value of approximately C$0.35 per share based on Hathor's closing share price of C$0.88 on the TSX Venture Exchange ("TSX-V") on November 5, 2007. The share consideration represents a premium of 33% over Northern Continental's closing share price on the TSX-V on November 5, 2007, and a premium of 45% over Northern Continental's volume weighted average share price on the TSX-V for the 30 days ended November 5, 2007.

Northern Continental's primary asset is a 60% joint venture interest in the Russell Lake property in which Hathor owns the remaining 40% interest.

Commenting on the transaction, Stephen Stanley, President and Chief Executive Officer of Hathor, said, "The outstanding merits of the proposed transaction compelled us to announce our offer to the shareholders of Northern Continental. The combination of Hathor and Northern Continental makes sense from a strategic and geological perspective and we believe that the proposed combination is a creative way to unlock value for all shareholders involved. The Russell Lake property is one of the most prospective uranium properties in the Athabasca Basin, and the proposed combination will result in Hathor holding a 100% interest in the property. The unitization of our interests will eliminate joint venture administrative costs and will enable Hathor to proceed with an aggressive exploration program in 2008."

After successful completion of the acquisition, Hathor will have the following significant attributes:

- Full ownership of the Russell Lake property, sole management of the geological program and a drilling budget for 2008 well in excess of that proposed by the current joint venture.

- Ongoing geological exploration programs through interests in 10 additional properties located in the Athabasca Basin area.

- 100% of the uranium interest in over 2 million acres in the Hornby Bay Basin of the North West Territories.

- Prospective diamond drilling programs planned for this winter at Russell Lake, South Russell and Midwest NE.

- 100% interest in more than 300,000 acres in the Eskay Creek region of British Columbia. All shareholders will be able to participate in Hathor's previously announced spin-out of the Eskay Creek properties into a new listed company by way of a plan of arrangement and will receive shares of the new company on a pro rata basis. The spin-out is expected to occur in the first quarter of 2008 following the successful completion of this offer.

- Cash resources in excess of C$20 million in order to aggressively advance its geological assessments and drilling programs.

Additional Details of the Offer

Hathor will mail a formal offer and takeover bid circular to the shareholders of Northern Continental in accordance with applicable securities laws. The formal offer and takeover bid circular will include full details regarding the Northern Continental offer. The offer is expected to remain open for acceptance for 35 days following the mailing date.

The offer will be subject to certain customary conditions of completion, including receipt of all necessary regulatory clearances, absence of material adverse changes of Northern Continental and valid tenders to the offer representing at least two-thirds of the Northern Continental common shares on a fully-diluted basis. Upon satisfaction or waiver of all conditions to the offer including the minimum tender condition, it is Hathor's intention, but not obligation, to take steps to acquire all outstanding Northern Continental common shares.

HSBC Securities (Canada) Inc. is acting as financial advisor to Hathor with respect to this transaction.

About Hathor

Hathor Exploration Limited is a Canadian-based publicly traded mineral exploration company engaged in the acquisition and exploration of mineral properties. Hathor is primarily focused on uranium exploration in the Athabasca Basin region of Saskatchewan and Alberta, Canada and holds several large claim blocks near some of the world's most productive uranium deposits. Hathor has also obtained rights to several million acres with uranium potential in the Hornby Bay Basin of the North West Territories.

In addition, Hathor has maintained its interests in the Eskay Creek precious metal mining camp northwest of Stewart, British Columbia. The Eskay Creek mining camp is considered one of the richest and most prospective geologic terrains in North America and Hathor has assembled the largest land position in this area.

For more information on Hathor, its subsidiary Roughrider Uranium Corp. and their uranium projects, please visit the company's website: www.hathor.ca or contact Stephen Stanley at 604-684-6707.

Hathor Exploration Limited

Stephen G. Stanley, Director

Forward-looking Statements

This press release contains "forward-looking statements" concerning Hathor and includes, among other things, statements concerning the Russell Lake property. Generally, the words "will", "may", "should", "continue", "believes", "expects", "intends", "anticipates" or similar expressions identify forward looking statements. The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. All factors should be considered carefully and readers should not place undue reliance on such forward-looking information. Hathor disclaims any intent or obligations to update or revise publicly any forward-looking statements whether as a result of new information, estimates or options, future events or results or otherwise.

This press release does not constitute an offer to buy or an invitation to sell, or the solicitation of an offer to buy or invitation to sell, any of the securities of Hathor or Northern Continental. Such an offer may only be made pursuant to an offer and takeover bid circular filed with the securities regulatory authorities in Canada.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

Contact Information

  • Hathor Exploration Limited
    Stephen Stanley
    (604) 684-6707
    Website: www.hathor.ca