Ventana Gold Corp.
TSX : VEN

Ventana Gold Corp.

May 21, 2010 08:54 ET

Ventana Provides Quarterly Financial and Operating Outlook

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 21, 2010) - Ventana Gold Corp. (TSX:VEN) ("Ventana" or "the Company") has filed its third quarter fiscal 2010 Management's Discussion and Analysis and Consolidated Financial Statements. The Company is pleased to provide highlights from the report, including an update on drill plans and development work at the La Bodega project in Colombia.

Of note during the quarter, Ventana resolved the dispute over mineral rights at the La Bodega property. As part of the resolution of the arbitration, Ventana acquired the highly prospective La Baja mineral property, including all mineral rights, key surface rights, easements, equipment and facilities, and related intangible assets on both the La Bodega and La Baja properties. La Baja comprises 16.5 hectares between the La Bodega and El Cuatro properties and contains an operating mine and processing plant. The property is strategically located on strike with the La Mascota zone and provides Ventana with contiguous mineral rights tenements for a distance of 2.1 kilometres. Historic workings on the La Baja property indicate that additional, parallel mineralized zones may also be present. Recent drill intercepts on El Cuatro, as described below, demonstrate that La Mascota mineralization extends across the northern portion of the La Baja property. In addition, it is apparent that the recently discovered Las Mercedes parallel zone trends onto La Baja.

Ventana Chairman Richard Warke said: "We appreciate the assistance of Eike Batista and the EBX Group as they were instrumental in helping us resolve the arbitration. As our largest shareholder, the EBX Group has shown tremendous support to our Board and management team."

Drill Program

Step-out drill results on Ventana's El Cuatro property demonstrate that high-grade gold mineralization is present along strike to the southwest of the known La Mascota zone. Of note was hole 207, which was drilled on the El Cuatro property approximately 600 metres to the southwest of La Mascota and encountered an intercept of 38.1 metres grading 10.4 grams per tonne gold, including an interval of 4.7 metres at 23.7 grams per tonne gold, and another interval of 16.0 metres at 14.6 grams per tonne gold. Additionally, drilling on the La Bodega zone, which was the location of Ventana's 2006 discovery hole, encountered a 151 metre interval grading 16.75 grams per tonne gold in hole 203. Within that interval was an intercept of 4.8 metres grading 443.8 grams per tonne gold which represents the highest grade intercept since exploration drilling was initiated at the La Bodega project. Throughout this intercept grades were consistent along the 4.8 metre length.

This significant new information, when combined with the La Baja acquisition and a new geological interpretation which suggests the La Bodega zone could continue further to the southwest toward La Mascota, all indicate the need for the Company to re-evaluate the current drill program both in terms of drill location and the number of drills on site. Ventana will consider increasing the complement of drills to increase the pace of exploration on the many occurrences of mineralization along this mineralized trend.

Development

In addition to the surface drill program, the Company has designed and is currently permitting to drive an exploration decline into the La Mascota ore body. This work should start in late 2010 and tunnel to a depth of 200 metres in La Mascota. The purpose of the decline is three-fold: to more efficiently drill the deeper sections of the mineralization that are difficult to access from surface due to steep terrain and the dip of the mineralization; to obtain a bulk sample of ore for test processing in a pilot plant to better understand processing options and recovery rates; and to allow detailed geological interpretation of the mineralization. In a few weeks, the Company will be awarding a construction contract to build the mine camp in advance of the mobilization of the decline contractor later this year.

In addition to drilling and the decline, Ventana plans to continue to aggressively perform engineering work on the property. This will include advancing mineralogy, metallurgy, mine geo-technical studies, mine design and method, environmental assessment, and facility location. As a result of the new drill results at El Cuatro and La Bodega, the acquisition of La Baja, and the new information that suggests La Bodega may continue further to the southwest toward La Mascota, the Company will defer issuing the resource estimate until additional drill testing is completed.

Financing

Subsequent to the end of the quarter, Ventana entered into an agreement with Silver Wheaton Corp. for a $20.7 million private placement financing of 1.8 million units at a price of $11.50 per unit. Each unit is comprised of one common share and one-half of one common share purchase warrant, with each warrant entitling the holder to purchase one common share of Ventana at a price of $15.00 for a period of one year from the date of closing of the transaction. As part of the agreement, Silver Wheaton has a right of first refusal over any silver stream that Ventana may choose to sell from the Company's La Bodega and Cal-Vetas projects or any future property within a five kilometre area of interest. This agreement provides an opportunity for Ventana to leverage the potential silver stream from La Bodega as a source of financing for a future mining operation.

Ventana has completed the US$20 million debt financing announced May 7, 2010. The proceeds will be used to partially fund the acquisition of mineral rights and other assets on both the La Bodega and La Baja properties and to terminate the arbitration between Sociedad Minera La Bodega Limitada and the Company's wholly owned subsidiary CVS Explorations Ltda. Ross Beaty, who holds a controlling interest in Lumina Capital Limited Partnership, which owns approximately 9.4% of the issued and outstanding common shares of Ventana, provided US$10 million of the loan. The balance of the loan was advanced by a company 100% owned by Ventana's Chairman, Richard Warke. The loans are due by no later than December 31, 2010, bear interest at 12% per annum compounded monthly, and are each subject to a standby fee of 30,000 common shares of the Company and a drawdown fee payable of 80,000 common shares of the Company, for a total of 220,000 common shares, representing 0.23% of the issued and outstanding share capital. These fees may also be satisfied in cash by paying C$1,149,500 to each of the lenders at Ventana's option. The TSX in its discretion has required the Company to obtain approval of a majority of shareholders as a condition to the payment of the fees. Ventana is in the process of obtaining shareholder approval to the payment of the fees by seeking written consent of the holders of more than 50% of the voting securities of Ventana, or by shareholder meeting, as permitted by TSX rules.

Ventana's third quarter Management's Discussion and Analysis and Consolidated Financial Statements are available on the Company's website at www.ventanagold.com or on the SEDAR website at www.sedar.com.

About Ventana

Ventana is a Vancouver-based mineral exploration and development company with mineral rights to 4,573 hectares of exploration property in northeastern Colombia. The Company's flagship La Bodega gold-silver project is located in northeastern Columbia immediately adjacent to the Angostura gold-silver project. The La Bodega project contains multiple high-grade zones of gold, silver and copper mineralization occurring in north-northwest dipping parallel-sheeted vein zones, breccias and mineralized faults within a broad, northeast trending regional fault zone.

Ventana recently announced an agreement to acquire the La Baja land and mineral rights, which are strategically located immediately to the southwest of the La Bodega tenements, consolidating Ventana's ownership along 2.1 kilometres within this prolific gold district.

The La Bodega project has excellent road access and is close to existing infrastructure including power and water. The Company is conducting an aggressive exploration program and progressing engineering studies to develop the deposit. Ventana's shares trade on the Toronto Stock Exchange under the symbol VEN.

For additional information please visit www.ventanagold.com.

Cautionary Statement Regarding Forward-looking Information

Certain of the statements made and information contained in this press release may constitute forward-looking information within the meaning of applicable securities legislation. All information and statements which are not historical fact constitute forward-looking information and, in many cases, can be identified by words such as "may", "will", "expect", "plan", "anticipate", "believe", "estimate", "potential", or other similar terminology. The forward-looking information contained in this press release is based on the reasonable expectations and beliefs of management as at the date of this press release and involves numerous assumptions, known and unknown risks and uncertainties, both general and specific to Ventana and the industry in which the Company operates. Such assumptions, risks and uncertainties include, but are not limited to future prices of gold, the factual results of current exploration, development and mining activities, changes in project parameters as plans continue to be evaluated as well as those factors disclosed in Ventana's documents filed from time to time with the securities regulators in the provinces of British Columbia, Alberta and Ontario. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results, performance or achievements of the Company, or industry results, may vary materially from those described in this press release. Accordingly, readers are advised not to place undue reliance on forward-looking information. Except as otherwise required by law, Ventana does not intend to and assumes no obligation to update or revise forward-looking information, whether as a result of new information, plans, events or otherwise.

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