Paragon Minerals Corporation

Paragon Minerals Corporation

April 09, 2009 09:04 ET

Paragon Signs New JV Agreement on Golden Promise Gold Project

Paragon to receive 2,655,000 shares of Crosshair plus up to $3.0 million in carried exploration expenditures

VANCOUVER, BRITISH COLUMBIA--(Marketwire - April 9, 2009) - Paragon Minerals Corporation (TSX VENTURE:PGR)("Paragon") is pleased to announce that it has entered into a new joint venture agreement with Crosshair Exploration & Mining Ltd. (TSX:CXX)(NYSE Alternext US:CXZ) ("Crosshair") whereby Crosshair can acquire up to a 70% interest in the Golden Promise Gold Project located in central Newfoundland, Canada. The new agreement will result in the termination of the original property option earn-in agreement with Crosshair and the property sale agreement entered into last year.

"We are very pleased to renew our partnership with Crosshair on the Golden Promise Gold Project" said Michael Vande Guchte, President and CEO of Paragon. "Their work to date has demonstrated high-grade gold vein systems at Golden Promise that remain open along strike and to depth. We look forward to an aggressive drilling and bulk sampling campaign on the property with the objective of increasing the current NI43-101 compliant gold resource".

Under the terms of the new joint venture agreement Crosshair will issue to Paragon, 2,655,000 of its common shares to earn a 60% interest in the Golden Promise Gold Project. Crosshair will provide Paragon with a $2.0 million carried interest in exploration expenditure to be completed prior to May 2013. Crosshair can extend this time frame by one year upon issuing a further 250,000 common shares to Paragon.

On completion of the initial $2.0 million in exploration expenditures, Crosshair can elect to earn an additional 10% interest (to 70%) in the Golden Promise Gold Project by providing Paragon with an additional $1.0 million carried interest in exploration expenditures within a one year period. Crosshair can extend this time frame by one year upon issuing a further 100,000 common shares to Paragon. If Crosshair does not complete the additional exploration expenditures, it can purchase the 10% interest by paying Paragon the difference between the incurred additional exploration expenditures and the $1.0 million or retain a 60% interest.

Closing is expected to be completed no later than May 8, 2009 and is conditional on receiving regulatory approval of the agreement.

Paragon Minerals Corporation is a Canadian-based mineral exploration company listed on the TSX Venture Exchange. The Company and its exploration partners are focused on gold and base metal exploration projects in the Province of Newfoundland and Labrador. Paragon's other key assets include the 100%-controlled South Tally Pond VMS project and JBP Linear gold project. For additional information on Paragon's properties and its joint venture partners, please visit the Company website at


Michael J. Vande Guchte, President & CEO

Qualified Person - David A. Copeland, M.Sc., P.Geo is Paragon's Qualified Person as defined by NI 43-101 with respect to this release. Mr. Copeland has reviewed and approved the contents of this news release.

Forward-looking statements - This news release contains certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical fact, that address events or developments that the Company expects to occur, are forward looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Forward-looking statements in this document include statements regarding regulatory approvals, agreement closing conditions, current and future exploration programs, activities and results. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration success, continued availability of capital and financing, inability to obtain required regulatory or governmental approvals and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required under securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change. These statements are based on a number of assumptions, including, among others, assumptions regarding general business and economic conditions, the timing of the receipt of regulatory and governmental approvals for the transactions described herein, the ability of Paragon and other relevant parties to satisfy stock exchange and other regulatory requirements in a timely manner, the availability of financing for Paragon's proposed transactions and exploration and development programs on reasonable terms and the ability of third-party service providers to deliver services in a timely manner. The foregoing list of assumptions is not exhaustive. Events or circumstances could cause results to differ materially.

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

  • Paragon Minerals Corporation
    Bill Cavalluzzo
    VP Investor Relations
    (604) 629-2353
    Paragon Minerals Corporation
    Michael Vande Guchte
    President & CEO
    (604) 629-2353