Cadan Resources Corporation

Cadan Resources Corporation

May 21, 2009 16:59 ET

Cadan Resources Corporation: Amendments to Share Purchase Warrants and Stock Options

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 21, 2009) - CADAN RESOURCES CORPORATION (TSX VENTURE:CNF) (the "Company") announced today that it has amended the terms of various outstanding share purchase warrants and incentive stock options.

Warrants to purchase up to 43,000,000 common shares in the capital of the Company are being amended, including: (i) reducing the exercise price from the current price of $0.30 per share to $0.16 per share and extending the expiry date from October 31, 2009 to October 31, 2012 on 33,000,000 warrants including a total of 841,667 warrants held by directors or officers of the Company; and (ii) extending the expiry date from August 14, 2009 to August 14, 2013 on 10,000,000 warrants with an exercise price of $0.30, including 2,500,000 warrants held by a director and officer of the Company.

The amendments to the warrants are subject to acceptance for filing by the TSX Venture Exchange and the approval of the warrant holders.

The Company also announced that it has amended the exercise price of 10,735,000 existing stock options to directors, officers and consultants and has extended the expiry date to the date that is 10 years from the date of the original grant of the options. The options are governed by the Company's stock option plan (the "Plan") and are an important component of the Company's executive compensation strategy providing employees, consultants, officers and directors with long-term equity-based performance incentives. The options are being repriced to bring them more in line with current market prices of the Company's common shares so as to ensure that the interests of management are aligned with shareholders' interests and to link performance compensation to enhancement of shareholder value.

The 10,735,000 options are being repriced to $0.10 per share and consist of: 2,300,000 options repriced from $0.15 per share and now expiring on July 24, 2017; 2,562,500 options repriced from $0.20 per share that were previously repriced in July 2007 and with new expiry dates ranging from September 30, 2014 to July 12, 2016; 5,872,500 options repriced from $0.15 per share and now expiring on November 6, 2017; and 500,000 options repriced from $0.15 and now expiring on April 15, 2018.

The Company has also amended the terms of the Plan to allow for options to be granted with a maximum term of 10 years from the date of grant in accordance with recent changes to the policies of the TSX Venture Exchange. The amendment to the Plan is subject to TSX acceptance and shareholder approval which will be sought at the Company's annual general meeting of shareholders to be held on June 18, 2009.

The amendments to the options are subject to acceptance for filing by the TSX Venture Exchange and the approval of the disinterested shareholders of the Company, and therefore none of the amended options may be exercised at the new price prior to such approval being obtained. The extension of the expiry dates for the options are also subject to the approval of the amendments to the Plan.

Cadan Resources Corporation is a junior exploration company with operations in the Philippines and Colombia and trades on the TSX Venture Exchange (Canada) with trading symbol CNF-V.

On behalf of the board of directors,

Brett Taylor, President & CEO

This press release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the TSX Venture Exchange acceptance of the amendments to the warrants, options and Plan, shareholder approval of the amendments to the Plan and disinterested shareholder approval of amendments to the options and the anticipated business and financing plans of the Company. Although the Company believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking information is typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking information provided by the Company is not a guarantee of future results or performance, and that actual results may differ materially from those in forward looking information as a result of various factors, including, but not limited to, the state of the financial markets for the Company's equity securities, the state of the market for gold or other minerals that may be produced generally, recent market volatility; variations in the nature, quality and quantity of any mineral deposits that may be located, the Company's ability to obtain any necessary permits, consents or authorizations required for its activities, to raise the necessary capital or to be fully able to implement its business strategies and other risks associated with the exploration and development of mineral properties. The reader is referred to the Company's most recent annual and interim Management's Discussion and Analysis for a more complete discussion of such risk factors and their potential effects, copies of which may be accessed through the Company's page on SEDAR at

Neither 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 or accuracy of this release.

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