Kinbauri Gold Corp.
TSX VENTURE : KNB
FRANKFURT : 3KG.DE

Kinbauri Gold Corp.

May 22, 2009 09:49 ET

Kinbauri Update on Legal Actions

OTTAWA, ONTARIO--(Marketwire - May 22, 2009) - Kinbauri Gold Corp. ("Kinbauri") (TSX VENTURE:KNB)(FRANKFURT:3KG.DE) would like to advise its shareholders of the following items regarding the recent legal actions of Orvana Minerals Corp. ("Orvana") and Jaguar Financial Corporation ("Jaguar"). These actions were disclosed in Kinbauri's press release dated May 20, 2009. Kinbauri strenuously and categorically denies the allegations and intends to vigorously defend these actions.

In particular, Kinbauri would draw attention to the following:

- Kinbauri's board of directors (the "Board") struck a Strategic Review Committee in October, 2008 to explore various options for Kinbauri, including a merger, joint venture or other forms of financing to advance the El Valle/Carles Mine development. M Partners Inc. were chosen to act as financial advisors and facilitate the process. Orvana was one of the participants in the process, but the proposal of Glen Eagle Resources Inc. was clearly superior for Kinbauri in the judgement of the Board. The Board accepted Glen Eagle's proposal (the "Glen Eagle Transaction") and proceeded on April 17, 2009 to enter into a binding letter of intent and, subsequently, on May 12, 2009 a definitive agreement. An early closing of the Glen Eagle Transaction was a necessity due to the financial requirements to initiate Kinbauri's mine development plan. Closing of the Glen Eagle Transaction is scheduled for the end of May, 2009, subject to any contrary order of the court.

- The Board decided on April 21, 2009 that a further private placement (the "Private Placement") was required to assist Kinbauri in fulfilling its business plans and filed notice (the "Notice") with the TSXV on the same date. The only material change between the Notice and the Private Placement, which is scheduled to close today or Monday, May 25, 2009, is the price per unit, which has been increased from $0.40 to $0.50 due to positive market activity.

- Jaguar's application in connection with the Glen Eagle Transaction (the "Jaguar Application") is based on the premise that Orvana has initiated a take-over bid for Kinbauri. In fact, as of the date of this press release, Orvana has not commenced a take-over bid, rather it has simply said it "intends" to make its bid on or before May 25, 2009, subject to numerous caveats.

- In an effort to ensure that Jaguar's interest in Kinbauri is not diluted by the Private Placement, Jaguar was offered the opportunity to participate in the Private Placement. Jaguar declined Kinbauri's offer.

- Orvana has now requested that its application to the Ontario Securities Commission be put "in abeyance" pending the decision of the Ontario Superior Court regarding the Jaguar Application.

- Orvana and Jaguar have made a number of erroneous statements as to Kinbauri's operations and activities. The true nature of these are outlined in Kinbauri's press releases of May 12th and May 13th (see also www.kinbauri-gold.com).

- If, as and when Orvana initiates a take-over bid for Kinbauri, the Board will deal with it fairly and in accordance with its obligations.

- All actions that Kinbauri has undertaken throughout its strategic review process, and to date, have been properly disclosed and have been taken in the best interests of the Corporation.

The Board has struck an Independent Review Committee as a result of Orvana's and Jaguar's actions and has retained Wildeboer Dellelce LLP and Groia & Company as its legal counsel. The Board intends to engage a financial advisor in the event Orvana makes its offer. It continues to manage the business of Kinbauri in the ordinary course and with the intention of completing the Glen Eagle Transaction and carrying on with bringing the El Valle/Carles Mine development into production.

About Kinbauri:

Kinbauri is a TSXV - Tier 1 Mineral Exploration Company focused on the development of precious metal prospects in Spain, Nevada and Canada. Its immediate focus is to begin operations at its El Valle/Carles property in Asturias, northwestern Spain in 2010. It currently has 53,243,051 common shares issued and outstanding.

This press release contains certain forward-looking statements, which are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected. Kinbauri undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change. The reader is cautioned not to place undue reliance on forward-looking statements.

THIS PRESS RELEASE WAS PREPARED BY KINBAURI GOLD CORP. THE TSX VENTURE EXCHANGE DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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