Undur Tolgoi Minerals Inc.

Undur Tolgoi Minerals Inc.

April 16, 2013 10:15 ET

Undur Tolgoi to Acquire Interest in Ochiriin Gold Prospect

ULAANBAATAR, MONGOLIA--(Marketwired - April 16, 2013) - Undur Tolgoi Minerals Inc. ("UTM" or the "Company") (CNSX:UTM) is pleased to announce it has reached agreement in principle to purchase a 30.25% interest in Anya - 2 Sarl ("Anya"), a private Luxembourg company, for a total consideration of up to USD 725,000. Anya is a wholly owned subsidiary of Hulaan Coal Corporation ("Hulaan"), a private Canadian company. Anya in turn, owns 66% of Western Minex LLC ("WM"), a private Mongolian company, which in turn owns the Ochiriin Bulag Gold Prospect (the "Project" or the "Bulag").

The proceeds of this transaction will be used to fund the 2013 exploration program on the Project under the terms of an exploration license issued to WM by the Mineral Resources Authority of Mongolia.

The purchase terms include the following steps:

  1. UTM and Anya will enter into a subscription agreement (Subscription) setting out the terms of purchase.
  2. The Subscription provides that the $725,000 consideration shall be paid in three tranches. $125,000 at closing and two payments of $300,000 payable 60 and 120 days after closing respectively.
  3. Upon payment of each tranche UTM shall receive a prorated number of Anya shares.
  4. At the closing UTM and Hulaan shall have entered into a comprehensive shareholders agreement governing the relationship between the parties (Anya and WM).

The closing of this transaction is subject to the prior approval of the Boards of Directors of each party and is also subject to the approval of the requisite regulatory and government bodies.

The Project property is 232.7 square kilometers and is located 10 kilometers from the Chinese Bataag border crossing and close to the sub provincial centre of Burenkhaan (AKA Bulgan).

The property was originally geologically mapped by the Russians in the 1980s. An Ikonas Aerial program and interpretation was completed in 2011. In 2012, three closely spaced soil programs were undertaken which produced Au values of up to 657 ppb. Based on analysis of this historical exploratory activity, UTM management and their technical advisors have identified a significant gold anomalism and believe the Bulag Project has the potential to host a large gold discovery. The Bulag Project is on-trend with the geological gold belt that hosts the largest gold deposits in central Asia.

Accordingly both, James Passin and Don Padgett, Company Chairman and CEO respectively concurred that in their opinion the planned 2013 work program which includes a closely spaced vector induced polarization (VIP) program plus a 2000 metre drill program could be transformational by identifying optimal drill-hole orientation for a future resource defining exploration program.

Mr. Passin commented, "This unique opportunity was a direct result of long standing professional relationships in Mongolia. This seasons work program should provide the Company and its shareholders with a compelling 2013. We are excited about our participation in what could be an emerging new gold province immediately adjacent to a border crossing with China."

About Undur Tolgoi

UTM is a mineral exploration company entirely focused on Mongolia, and which through its wholly owned subsidiaries, owns 100% of the "Undur Tolgoi" mineral exploration license. This license consists of 9,620 hectares of property situated 100 kilometers from the world-scale Oyu Tolgoi copper and gold mine. In addition, UTM's management is actively reviewing potential acquisitions and strategic industry alliances.

Disclaimer for Forward-Looking Information

Statements containing forward-looking information express, as at the date of this news release, the Company's plans, estimates, forecasts, projections, expectations, or beliefs as to future events or results and are believed to be reasonable based on information currently available to the Company.

Forward-looking statements and information are based on assumptions that financing and personnel will be available when required and on reasonable terms, and all necessary regulatory approvals and shareholder approval will be obtained, none of which are assured and are subject to a number of other risks and uncertainties.

There can be no assurance that forward-looking statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. Readers should not place undue reliance on forward-looking information.

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