Dianor Resources Inc.
TSX VENTURE : DOR

Dianor Resources Inc.

October 05, 2010 09:00 ET

Dianor to Issue 7,269,555 Shares in Connection with Initial $500,000 Draw Down Under Equity Line of Credit

VAL-D'OR, QUEBEC, CANADA--(Marketwire - Oct. 5, 2010) - 

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Dianor Resources Inc. (TSX VENTURE:DOR) announces that it will issue 7,269,555 common shares to Kodiak Capital Group, LLC in connection with Dianor's previously-announced initial draw down of $500,000 under its equity line of credit with Kodiak Capital.

The shares will be issued at a price of $0.06878 per share, representing the volume weighted average price of Dianor's common shares on the TSX Venture Exchange for the five consecutive trading days (September 27 to October 1, 2010) following the delivery by Dianor of a draw-down notice to Kodiak Capital, less a discount of 10%.

In addition, as previously announced, Dianor has agreed to issue one million common shares to Kodiak Capital pursuant to their Amended and Restated Standby Equity Distribution Agreement, in consideration for the equity line of credit. At the closing of the initial draw down, Dianor will issue 908,397 of these shares to Kodiak, in compliance with the policies of the TSX Venture Exchange. It is expected that Dianor will issue the balance of 91,603 shares to Kodiak at the closing of a second draw down under the equity line of credit.

Closing of the initial draw down will take place no later than October 8, 2010.

Dianor will file a prospectus supplement with the applicable Canadian securities authorities qualifying the shares to be issued to Kodiak. When filed, the prospectus supplement will be available under Dianor's company profile on SEDAR at www.sedar.com. Dianor's base shelf prospectus dated September 13, 2010 is currently available on SEDAR.

The following statement of statutory rights is included in Dianor's base shelf prospectus dated September 13, 2010 and will be included in the prospectus supplement referred to above. The securities regulatory authorities require that such statement be set out in this news release.

Statutory Rights of Withdrawal and Rescission

Securities legislation in certain of the provinces of Canada provides purchasers with the right to withdraw from an agreement to purchase securities. This right may be exercised within two business days after receipt or deemed receipt of a prospectus and any amendment. In several of the provinces, the securities legislation further provides a purchaser with remedies for rescission or, in some jurisdictions, revisions of the price or damages if the prospectus and any amendment are not delivered to the purchaser, provided that the remedies for rescission, revisions of the price or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser's province. However, such rights and remedies will not be available to purchasers of common shares distributed under the prospectus because the prospectus will not be delivered to purchasers, as permitted under a decision document issued by the Autorité des marchés financiers on July 16, 2010.

The securities legislation further provides a purchaser with remedies for rescission or, in some jurisdictions, revisions of the price or damages if the prospectus and any amendment contain a misrepresentation, provided that the remedies for rescission, revisions of the price or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser's province. Such remedies remain unaffected by the non-delivery of the prospectus as permitted under the decision document referred to above.

The purchaser should refer to any applicable provisions of the securities legislation of the purchaser's province for the particulars of these rights or consult with a legal adviser.

About Dianor

Dianor is an innovative exploration company focused on advancing diamond exploration properties in the Superior Craton of Canada. The Leadbetter Diamond Project is its most advanced project and is geographically well situated and easily accessible, some 12 kilometres north east of Wawa in Northern Ontario. Substantial exploration work has been conducted on the project since 2005 and in May 2009, the Company received government approval to proceed with a 50,000 tonne bulk sampling programme of the 2.697 Ma old Archean Conglomerate. A preliminary tonnage estimate for this conglomerate is in the range of 549 million to 583 million tonnes (press release July 24th 2007). In addition to diamonds, the conglomerate contains gold, sapphires and rubies (press release January 18th 2007). In 2008, additional diamond discoveries, including rare purple diamonds, were made by the Company in rocks of similar type, age (Archean) and geological settings (press release March 3rd, April 10th, & May 13th 2008) in Quebec. The Quebec diamond properties have increased our portfolio of low cost, accessible exploration targets. These diamond discoveries (Ontario and Quebec) are both unique and amongst the oldest diamond-bearing occurrences in the world.

Visit our Web Site: www.dianor.com

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered or sold within the United States or to United States Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Forward-Looking Statements

This news release contains statements that may constitute "forward-looking information" or "forward-looking statements" within the meaning of applicable securities legislation. This forward-looking information is subject to numerous risks and uncertainties, certain of which are beyond the control of Dianor Resources Inc. ("Dianor"). Actual results or achievements may differ materially from those expressed in, or implied by, this forward-looking information. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits that Dianor will derive therefrom. Forward-looking information is based on the estimates and opinions of Dianor's management at the time the information is released and Dianor does not undertake any obligation to update publicly or to revise any of the forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

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 or accuracy of this release.

Contact Information

  • Dianor Resources Inc.
    Mr. John Ryder, P. Geo.
    President
    819-825-7090
    819-825-7545 (FAX)
    info@dianor.com
    or
    Dianor Resources Inc.
    Mr. Daniel Duval
    Chairman of the Board
    819-825-7090
    819-825-7545 (FAX)
    info@dianor.com
    www.dianor.com
    or
    Resultz Media Group Corp.
    Mr. Tyler M. Troup, B.Comm
    Senior Associate, RMG IR
    877-301-9748
    519-979-7820 (FAX)
    Tyler@thinkRMG.com