Taipan Capital Enters into Option Agreement on Yukon Copper Gold Property for QT


Taipan Capital Corp. has entered into an option agreement dated for reference June 26, 2009, with Copper Ridge Explorations Inc. Under the agreement, Taipan has obtained the exclusive option to acquire up to an undivided 65-per-cent interest in the Lucky Joe properties held by Copper Ridge. Taipan is a capital pool company (CPC) and intends the transaction to constitute its qualifying transaction under the policies of the TSX Venture Exchange. The transaction is an arm’s-length transaction, and as such, the qualifying transaction will not be subject to approval of the shareholders of Taipan.

Pursuant to the agreement, Taipan has an option to acquire up to an undivided 65-per-cent interest in Copper Ridge’s Lucky Joe mineral claims as described below.

About the property

The Lucky Joe copper-gold property is located in the Yukon approximately 40 kilometres northeast of Underworld Resources Inc.’s recent discovery. The property consists of 548 claims with a total area of approximately 11,000 hectares. The property is located 50 kilometres south of Dawson City, with access by helicopter.

The property hosts a unique style of copper-gold mineralization that has similarities to Capstone’s Minto mine, approximately 150 kilometres to the southeast. Total recent exploration expenditures on the property are approximately $2.9-million, of which over $1.5-million was spent by Kennecott.

In the late 1970s, drilling of a small part on the fringe of this potentially mineralized area by Riocanex gave values of 0.3 per cent copper to 0.6 per cent copper over thicknesses of 20 to 30 metres, with values up to 0.95 per cent copper over 5.2 m. Gold was shown to have close to a 1:1 correlation with copper. When copper assays are in the 0.9-per-cent range, gold values are in the 0.8-gram-per-tonne to 0.9-per-tonne gold range.

Drilling in 2005 and 2006 encountered a broad area in the core of the 13-kilometre-long Bear Cub soil anomaly with low-grade, porphyry-style copper-gold alteration and mineralization to depths of in excess of 300 m. Late in 2006, Copper Ridge drilled a hole (LJ06-09) at the south end of the seven-kilometre-long Ryan’s Creek trend, on a coincident induced polarization chargeability and soil copper-gold anomaly. A mineralized zone consisting of trace to 2 per cent chalcopyrite and trace to 2 per cent pyrite was encountered between 48 and 91 m. Within this zone, copper assayed 0.75 per cent over three metres and gold assayed three grams per tonne over 2.4 m. Additional drilling in 2007 consisting of 2,000 to 3,500 m north of the initial intersection, encountered 7.3 m at 0.905 per cent Cu and 0.5 g/t gold in hole LJ07-19, 26.6 m at 0.152 per cent Cu in hole LJ07-18 and 15.3 m at 0.176 per cent Cu in hole LJ07-22.

J. Greg Dawson, PGeo, vice-president of exploration for Copper Ridge, is the qualified person for the Lucky Joe project, and is responsible for the technical content of this news release.

Proposed financing

Concurrent with the qualifying transaction, Taipan will conduct a non-brokered private placement of units for up to $345,000 in gross proceeds. The financing will consist of up to 1.5 million flow-through units and up to one million non-flow-through units. Each flow-through unit will consist of one flow-through common share in the capital of the company and one non-transferable share purchase warrant, offered at a price of 15 cents per flow-through unit. Each non-flow-through unit will consist of one non-flow-through common share in the capital of the company and one non-transferable share purchase warrant, offered at a price of 12 cents per non-flow-through unit. Each share purchase warrant forming a part of the flow-through units and non-flow-through units will entitle the holder thereof to acquire one additional non-flow-through common share of the company at a price of 15 cents per share at any time prior to the date that is 24 months from the date of issuance. Net proceeds from the private placement will be used to finance the proposed work program on the property and for working capital. Finders’ fees may be payable in connection with the private placement as permitted under the policies of the exchange.

Insiders of Taipan

Upon completion of the transaction, it is anticipated that there will be no change in the officers and directors of Taipan, except for the addition of Gerald G. Carlson to the board. Mr. Carlson will provide Taipan with geological expertise. Please refer to Taipan’s prospectus filed on SEDAR for detailed backgrounds on Harry Chew (president and proposed chief financial officer and secretary), Trent S. Hunter (proposed chief executive officer) and Sonny Chew, who will also remain as directors of Taipan upon the completion of the transaction. A brief biography of Mr. Carlson, a proposed nominee to the board, is highlighted below.

Proposed qualifying transaction

Under the terms of the agreement, the company can acquire an initial 51-per-cent interest in the property by incurring a total of $2-million in exploration expenditures on the property as follows: a minimum $200,000 in expenditures on the property to be incurred by the first year following exchange acceptance of the agreement, a minimum $400,000 in expenditures by the second year, a minimum $600,000 in expenditures by the third year and a minimum $800,000 in expenditures by the fourth year. In addition, the company must make cash payments to Copper Ridge of $25,000 on signing of the agreement, $25,000 on the first year following exchange acceptance, $30,000 on the second year, $35,000 on the third year and $40,000 on the fourth year, as well as issue to Copper Ridge 100,000 shares of the company on exchange acceptance and 100,000 shares on each of the first year, second year, third year and fourth year following exchange acceptance.

The company has a further option to acquire an additional 14-per-cent interest (for a total undivided 65-per-cent interest) in the property by incurring an additional $2.5-million in exploration expenditures on the property as follows: a minimum of $1-million in expenditures on the property to be incurred by the fifth year following exchange acceptance and a minimum $1.5-million in expenditures by the sixth year. In addition, the company must make cash payments to Copper Ridge of $50,000 by the fifth year following exchange acceptance and $50,000 by the sixth year, as well as issue to Copper Ridge 250,000 shares of the company by each of the fifth year and sixth year following exchange acceptance. The property is subject to a 1.5-per-cent net smelter return, of which one-half of the NSR (0.75 per cent) may be purchased for $2-million on a pro rata basis by Taipan and Copper Ridge, and the issuance of up to 500,000 bonus shares upon certain criteria being met to an arm’s-length third party, of which 200,000 shares are to issued by Copper Ridge and the balance of 300,000 will be split pro rata by Taipan and Copper Ridge depending on Taipan’s interest earned pursuant to the agreement. Completion of any and all transactions contemplated by the agreement is subject to, among other things, acceptance by the exchange and all other necessary regulatory approvals. The completion of the transaction is also subject to completion of the private placement.

Sponsorship of a qualifying transaction of a CPC is required by the exchange unless exempt in accordance with exchange policies or waived by the exchange. Taipan intends to apply for an exemption or waiver from sponsorship requirements; however, there is no assurance that Taipan will be able to obtain this waiver. Upon completion of the qualifying transaction, the company will be considered a Tier 2 mining issuer under the policies of the exchange.

Taipan will, subject to exchange acceptance, pay a finder’s fee consisting of 260,000 common shares to Voelpel Gold Medal Investments Ltd. in connection with the transaction.

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 CPC should be considered highly speculative. The exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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