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Aurora and Billiton Close Agreements for Zinc Exploration in Tunisia.


Business Editors

VANCOUVER, British Columbia--(BUSINESS WIRE)--Feb. 16, 2001

Aurora Gold Corporation (OTCBB OTCBB

See OTC Bulletin Board (OTCBB).
:ARXG "Aurora Gold"), on behalf of its subsidiary Aurora Metals (BVI) Limited ("Aurora Metals"), is pleased to announce that the Subscription Agreement with Billiton E & D 3 B.V. and the Option Agreement with Billiton UK Resources B.V., both subsidiaries of Billiton PLC ("Billiton"), for funding of exploration for zinc on the Hammala and Kebbouch District Exploration Permits in Northern Tunisia, North Africa ("The Property"), were signed on January 29, 2001.

Closing occurred on February 8, 2001.

Under the terms of the agreements:

(i) Billiton, through its subsidiary, has made a private placement

in Aurora Metals of $600,000 by purchasing 857,143 newly

issued Units at a price of $0.70 with each Unit comprising of

a common share and a purchase warrant, exercisable for a

period of one year at $0.85, which if exercised would result

in further proceeds of $728,571;

(ii) Aurora Metals undertook to spend $475,000 of the private

placement on exploration on Hammala Exploration Permit and the

ten other Exploration Permits in the Kebbouch District owned

by Aurora Metals;

(iii) after the proceeds of the initial private placement are

expended ex·pend  
tr.v. ex·pend·ed, ex·pend·ing, ex·pends
1. To lay out; spend: expending tax revenues on government operations. See Synonyms at spend.

2.
, Billiton, through its subsidiary, can elect to

exercise a First Option whereby it can earn a 51% interest in

the Property by spending $1.0 million over the ensuing en·sue  
intr.v. en·sued, en·su·ing, en·sues
1. To follow as a consequence or result. See Synonyms at follow.

2. To take place subsequently.
 two

years;

(iv) following the exercise of the First Option and satisfaction

of the earn-in, Aurora Metals and Billiton UK Resources B.V.

will form a Joint Venture and will pro rata [Latin, Proportionately.] A phrase that describes a division made according to a certain rate, percentage, or share.

In a Bankruptcy case, when the debtor is insolvent, creditors generally agree to accept a pro rata share of what is owed to them.
 fund further

expenditures on exploration of the Property;

(v) prior to the expenditure under the Joint Venture Phase

reaching $2.0 million, Billiton, through its subsidiary, can

elect to exercise a Second Option to earn a further 19%, i.e.

to reach a total of 70%, by providing financing for all

further work including, but not limited to, Pre-feasibility

and Feasibility studies, engineering, mine development and

construction through to commercial production. Aurora Metal's

pro rata share of these costs will be repaid from Aurora

Metal's share of cash flow; and

(vi) Aurora Metals will be the Operator from the outset and will

also undertake regional geological investigations in the

country.

A condition necessary for completion of the agreements with Billiton was that a change of domicile domicile (dŏm`əsīl'), one's legal residence. This may or may not be the place where one actually resides at any one time. The domicile is the permanent home to which one is presumed to have the intention of returning whenever the purpose  was required for the company in which the private placement was to be made. As a consequence, in the News Release of June 2, 2000 Aurora Gold announced that it had transferred its Tunisian interests, and assigned the interest in the then Letter of Intent with Billiton, to its subsidiary, Aurora Metals, a company registered in the British Virgin Islands British Virgin Islands

A British colony in the eastern Caribbean east of Puerto Rico and the U.S. Virgin Islands. Road Town, on Tortola Island, is the capital. Population: 21,700.

Noun 1.
. In association with these assignments, Aurora Gold announced that a stock dividend of the common stock of Aurora Metals, on a one-for- one basis, will be payable to Aurora Gold's stockholders of record as of the close of business on June 15, 2000. Aurora Gold proposes to effect the share distribution on the later to occur of: (i) the effective date of the Company's registration statement; or (ii) the date on which the Company is notified by the SEC that there are no further comments on the registration statement. In either event, Aurora Gold will, along with the distribution of share certificates, include a copy of the Company's registration statement as part of its distribution in lieu of delivery of a Schedule 14A or 14C. The Registration Statement was filed with the SEC on June 19, 2000 and has been the subject of a number of amendments in response to the SEC comments since that date.

The Hammala Exploration Permit and the ten other Exploration Permits in the Kebbouch District, are contiguous and cover a total area of 42.14 square kilometers (km2). The area is located approximately 170km southwest of the capital of Tunis in Northern Tunisia, and provides substantial coverage of the crescent-shaped, Jebel Kebbouch diapir di·a·pir  
n.
An anticlinal fold in which a mobile core, such as salt or gypsum, has pierced through the more brittle overlying rock.



[French, from Greek diapeirein, to push through :
 extending southwest from its northeastern extremity to the northern and western boundaries of Kebbouch Sud, an exploration permit held by Breakwater breakwater, offshore structure to protect a harbor from wave energy or deflect currents. When it also serves as a pier, it is called a quay; when covered by a roadway it is called a mole.  Tunisia S.A. The area is considered highly prospective for the discovery of high-grade zinc 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.
 of sedimentary-exhalative ("SEDEX SEDEX Sedimentary Exhalative ") origin associated with the limestone/marl of the Bahloul Formation. In addition to having favorable geology, including outcropping Bahloul Formation rocks, large areas of soil, highly anomalous in zinc, have been identified by geochemical sampling.

Exploration work by Aurora Metals will commence immediately with geological mapping, and extension of soil and rock sampling to better define the extents of anomalous zinc geochemistry geochemistry, study of the chemical changes on the earth. More specifically, it is the study of the absolute and relative abundances of chemical elements in the minerals, soils, ores, rocks, water, and atmosphere of the earth and the distribution and movement of , thus enabling selection of initial drilling targets. It is intended to commence diamond drilling Diamond Drilling is a highly specialized industry used for mineral exploration around the world. Most commonly using wireline and core bits with diamond encrusted matrix. To drill holes to max depths of twelve thousand feet, for the recovery of core used in verifying mineral  within two to three months.

The Hammala Exploration Permit, of area 4 km2, is held under option by Aurora Metals from High Marsh Holdings Limited ("High Marsh"), a private company registered in the British Virgin Islands. Under the terms of the option agreement with High Marsh ("Hammala Option Agreement"), High Marsh is obliged to arrange for the transfer of the Hammala Exploration Permit to Aurora Metals after the vesting requirements have been met, viz: expenditure of $500,000 on work commitments and a total of $75,000 in option payments. Five of the other ten Exploration Permits held by Aurora Metals, with a total area of 18.14 km2, immediately contiguous with Hammala, are defined as "After Acquired Properties" and are subject to conditions of the Hammala Option Agreement. After vesting and transfer of Hammala to Aurora Metals, advance payments of a Net Smelter Return ("NSR NSR
abbr.
normal sinus rhythm


NSR Normal sinus rhythm, see there
") royalty are payable with the first payment of $25,000 due on the vesting date, to be credited against royalties payable after operations commence. The NSR royalty is at the rate of two percent (2%) and is applicable in the event of development of a mining operation. The NSR royalty may be reduced to one percent (1%) through a cash payment of $1,000,000.

Aurora Gold Corporation is a mineral exploration company pursuing gold, base metal and industrial mineral projects in North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere. , Latin America Latin America, the Spanish-speaking, Portuguese-speaking, and French-speaking countries (except Canada) of North America, South America, Central America, and the West Indies.  and North Africa. Its stock trades under the symbol "ARXG" on the OTC Bulletin Board OTC Bulletin Board

An electronic quotation listing of the bid and asked prices of OTC stocks that do not meet the requirements to be listed on the NASDAQ stock-listing system.
.

This News Release includes "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.
" within the meaning of Section 27A of the Securities Act of the United States of America UNITED STATES OF AMERICA. The name of this country. The United States, now thirty-one in number, are Alabama, Arkansas, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Hampshire,  and Section 21E of the Exchange Act of the United States of America. All statements other than statements of historical facts included in the News Release are forward-looking statements. All statements concerning geological resources are also deemed to constitute to be forward-looking statements to the extent that they reflect conclusions that may infer potential for further development of commercial viability. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable it can give no assurance that such expectations will prove to have been correct. These forward-looking statements are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projections; these risks include but are not limited to exploration, sampling, geological mineralization, accidents, breakdowns and political risk. All attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by the Cautionary Statement.
COPYRIGHT 2001 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2001, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Feb 16, 2001
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