Aurelio Announces Agreement to Sell Hill Copper-Zinc Project & 3% NSR in Gavilanes Gold Project to an Investment Company.LITTLETON, Colo. -- Aurelio Resource Corporation (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :AULO AULO Archives Union List of Ontario project )(Frankfurt:F3RA) announced today that it has executed an agreement to sell its Bolsa Resources, Inc. subsidiary which owns the Hill Copper-Zinc Project in Arizona (the "Project") for $2 million in cash while retaining a 3% NSR NSR abbr. normal sinus rhythm NSR Normal sinus rhythm, see there (Net Smelter Return) to an Investment Company; in addition the Investment Company has agreed to purchase a 3% NSR for the Company's Gavilanes gold project in Mexico in exchange for $2 million in cash. Sale of Bolsa Resources, Inc. & Hill Copper-Zinc Project The Company has executed an agreement to sell its wholly owned Arizona subsidiary, Bolsa Resources, Inc., to the Investment Company in exchange for $2,000,000 cash; Aurelio would retain a 3% Net Smelter Returns Royalty (NSR) on all future precious and base metal production from the Project (the "Bolsa NSR"). The proposed transaction requires the Investment Company to complete a Bankable bank·a·ble adj. 1. Acceptable to or at a bank: bankable funds. 2. Guaranteed to bring profit: a bankable movie star. Feasibility Study The analysis of a problem to determine if it can be solved effectively. The operational (will it work?), economical (costs and benefits) and technical (can it be built?) aspects are part of the study. Results of the study determine whether the solution should be implemented. within the next four years; should the Investment Company fail to complete the Feasibility Study or otherwise maintain the 5,000+ acre land position, Aurelio would have the exclusive right to re-acquire the Project under certain conditions. Upon completion of the Bankable Feasibility Study, the Investment Company would have a right to purchase the Bolsa NSR at fair market value. Sale of 3% NSR in Gavilanes (Mexico) Project The Investment Company has also agreed to purchase a 3% NSR interest in the Gavilanes gold project for $2,000,000 cash ("Gavilanes NSR"). The Company would retain the exclusive right to repurchase the Gavilanes NSR at fair market value. Bridge Loan Agreement As part of the overall transaction, the Investment Company advanced $2,000,000 to the Company in the form of an interest-free Bridge Loan that will be repaid upon the closing of the proposed transactions. The Bridge Loan is secured by all of the assets of the Company, including all shares of stock held by the Company in its two subsidiaries. If the sale of Bolsa Resources does not close, the Bridge Loan is payable in cash, with the date of payment dependent upon the reason the Sale fails to close. Proceeds from the transactions will be used to retire existing Company indebtedness and for working capital purposes. Completion of the transactions is expected in the fourth quarter of 2008 and is contingent on Adj. 1. contingent on - determined by conditions or circumstances that follow; "arms sales contingent on the approval of congress" contingent upon, dependant on, dependant upon, dependent on, dependent upon, depending on, contingent approval by Aurelio shareholders and other customary closing conditions set forth in the transaction documents. Aurelio has not yet announced a date for its shareholder meeting. Complete copies of the transaction documents are available for review as exhibits to a Current Report on Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. filed with the U.S. Securities and Exchange Commission. About the Company Aurelio Resource Corporation has previously announced an independent estimate of the mineralized min·er·al·ize v. min·er·al·ized, min·er·al·iz·ing, min·er·al·iz·es v.tr. 1. To convert to a mineral substance; petrify. 2. To transform a metal into a mineral by oxidation. 3. material at the MAN Area of the Hill Copper-Zinc Project totaling 63.8 million tons at an average grade of 0.56% copper-equivalent. Aurelio has also acquired the rights to explore, and an option to purchase, the Gavilanes gold porphyry Porphyry, Greek scholar Porphyry (pôr`fĭrē), c.232–c.304, Greek scholar and Neoplatonic philosopher. He studied rhetoric under Cassius Longinus and philosophy under Plotinus. deposit in Durango, Mexico. For additional information, please visit our website (www.AurelioResource.com). Legal Notice Regarding Forward Looking Statements Statements in this news release that are not historical facts are forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. . 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," "aims," "potential," "goal," "objective," "prospective," and similar expressions, or that events or conditions "will," "would," "may," "can," "could" or "should" occur. Information inferred from the interpretation of drilling results and information concerning mineral resource estimates may also be deemed to be forward-looking statements, as they constitute predictions of what might be found to be present when and if a project is actually developed. Forward-looking statements in this news release include, but are not limited to: that a majority of the Company's shareholders will approve the sale of Bolsa Resources, Inc. and the Gavilanes NSR; that a portion of the funds to be received will be used to retire existing Company debt, and that re-payment of such debt can be completed on terms favorable fa·vor·a·ble adj. 1. Advantageous; helpful: favorable winds. 2. Encouraging; propitious: a favorable diagnosis. 3. to the Company and its shareholders; that, at some future date(s), the Investment Company might possibly repurchase the Bolsa NSR and/or that the Company could potentially elect to repurchase the Gavilanes NSR for cash and/or stock and/or other considerations; that the fair market vales of the NSRs would be contingent on multiple factors outside of the control of the Company and the Investment Company; that the Investment Company will be able to finance and complete the Bankable Feasibility Study for the Hill Copper-Zinc Project within four years. Lastly, there are no assurances that an economic ore deposit will be delineated de·lin·e·ate tr.v. de·lin·e·at·ed, de·lin·e·at·ing, de·lin·e·ates 1. To draw or trace the outline of; sketch out. 2. To represent pictorially; depict. 3. and developed at either the Hill or the Gavilanes projects, nor should investors assume that the Company will actually receive or pay out cash or in-kind metals in relation to the Bolsa or Gavilanes NSRs. It is important to note that the Company's actual outcomes may differ materially from those statements contained in this press release. Factors which may delay or prevent these forward-looking statements from being realized include: that we may not be able to reach final agreement on definitive documents with the Investment Company or other required parties, misinterpretation of data; that we may not be able to keep our qualified personnel; that funds expected to be received may not be; that our estimates of mineral resources Noun 1. mineral resources - natural resources in the form of minerals natural resource, natural resources - resources (actual and potential) supplied by nature are inaccurate; uncertainties involved in the interpretation of drilling results and other tests and the estimation of resources; that we may not be able to get equipment or labor as we need it; that we may not be able to raise sufficient funds to complete our intended exploration, purchase, lease or option payments; that our applications to drill may be denied; that weather, logistical lo·gis·tic also lo·gis·ti·cal adj. 1. Of or relating to symbolic logic. 2. Of or relating to logistics. [Medieval Latin logisticus, of calculation problems or hazards may prevent us from exploration; that analysis of data cannot be done accurately and at depth; that results which we have found in any particular location are not necessarily indicative of larger areas of our property; and that despite encouraging data there may be no commercially exploitable mineralization Mineralization The process by which the body uses minerals to build bone structure. Mentioned in: Rickets mineralization, n the bioprecipitation of an inorganic substance. on our properties. Readers should refer to the risk disclosures outlined in the Company's most-recent Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. (as amended per Form 8-K/A) and Form 10-Q Form 10-Q See 10-Q. Reports (as amended per Form 8-K/A) filed with the Securities and Exchange Commission. |
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