Sagittarius Capital Corporation

December 01, 2011 19:11 ET

Sagittarius Capital Corporation Announces Receipt of Conditional Listing Approval for Qualifying Transaction With Alpaca Resources Inc. and Cave Creek Precious Metals Inc.

TORONTO, ONTARIO--(Marketwire - Dec. 1, 2011) - Sagittarius Capital Corporation (NEX:SCX.H) ("Sagittarius" or the "Company"), a capital pool company, is pleased to announce it has received conditional approval from the TSX Venture Exchange (the "Exchange") to effect a business combination (the "Transaction") between the Company, Alpaca Resources Inc. ("Alpaca") and Cave Creek Precious Metals Inc. ("CCPM"). Alpaca and CCPM are non-reporting issuers incorporated under the laws of the Province of Ontario.

In connection with the Transaction, Sagittarius filed the final filing statement on SEDAR on November 29, 2011. Completion of the Transaction is subject to Sagittarius fulfilling all conditions required by the Exchange on or before February 27, 2012, including a concurrent financing between $3,300,000 and $6,000,000. Along with with the filing statement, Sagittarius filed NI 43-101 compliant technical reports on each of the Iron Butte property in Nevada and the Hill Copper property in Arizona, and an independent third party valuation report on the Iron Butte property on SEDAR.

In addition, Sagittarius filed its unaudited interim financial statements for the three and nine month periods ended September 30, 2011 on SEDAR on November 29, 2011.

About Sagittarius Capital Corporation

The Company is a NEX-listed company and is a Capital Pool Corporation as defined in the TSX Venture Exchange Policy 2.4. The Company's principal business is the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction within the meaning of Exchange policies.

In accordance with the Exchange policies, the common shares of Sagittarius are currently halted from trading, and it is intended that they will remain halted until completion of the Qualifying Transaction.

About Alpaca Resources Inc.

Alpaca is a Canadian junior exploration company with advanced exploration-stage gold and copper properties in the Western United States. Alpaca's gold portfolio consists of the Iron Butte project in Lander County, Nevada, approximately eight miles south of the Cove-McCoy mine, which produced 3.4 million ounces of gold and over 110 million ounces of silver. Extensive historical drilling has been done on the Iron Butte property. Alpaca's objective is to define an NI 43-101 compliant resource. Alpaca's copper portfolio consists of the Hill Copper project located in Cochise County, Arizona.

"Completion of the Transaction is subject to a number of conditions including, but not limited to, Exchange acceptance, and if applicable, pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release."

This news release does not constitute an offer to sell or a solicitation of an offer to sell 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 U.S. 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 press release contains "forward-looking information", as such term is defined in applicable Canadian securities legislation. There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information in this press release is made as of the date of this press release, and Sagittarius disclaims any intention or obligation to update or revise such information, except as required by applicable law.

Neither TSX Venture Exchange Inc. nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange Inc.) accepts responsibility for the adequacy or accuracy of this release.

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