Saturday, April 03, 2010

TNR Gold Proposes to Exercise Back-In Right for Los Azules Copper Project TNR.v,, CZX.v, GG, FCX,, NEM, AUY, BVN, BHP, RTP, ABX, FXI,

If it was a joke - it can become the bad one. As we understood from Minera Andes NR, which came out first on 1st of April: TNR Gold approached Minera Andes in negotiations in order to exercise its back-in right in Los Azules project. Rob McEwen CEO of Minera Andes decided to reject TNR Gold's claim of back-in right and sided with Xstrata, his response to TNR Gold discussion was a writ against TNR Gold filed to court on Fools' Day. We are not talking about manners here, but move is a very symbolic: he has welcomed before the lawsuit from his another partner, which he calls "partner from hell" and now attempts to block TNR Gold back-in right even before the deadline in agreement with Xstrata which is on 23rd of April according to Minera Andes NR. Our take from here is that maybe TNR Gold was able to finance its backing in and produced a proposition strong enough for Minera Andes to rush to court on such an unusual day. Looks like junior has received another chance to challenge the legal situation with an early back-in attempt, way before the major legal battle with Xstrata scheduled this Fall. The very important issue for development of Los Azules - ownership for Escorpio IV stays with TNR Gold until court decision in the Fall. Escorpio IV will accommodate part of the mining facilities according to Minera Andes Preliminary Economic Assessment of the Los Azules. We have been expecting that Rob McEwen will be more flexible in apparent discussions with TNR Gold and can secure 100% property including Escorpio IV in a deal with TNR Gold, now this question will be in the legal space. We think that we do understand his motivation: it is very difficult to announce that Los Azules does not belong to him 100% until the court decision in TNR Gold case with Xstrata after so many NRs stating just that. Legally Minera Andes has disclosed lawsuit between TNR Gold and Xstrata in its filings, but for some of the Minera Andes shareholders relying on company's presentations and NR's this news, that ownership of Los Azules is challenged by TNR Gold in lawsuit pending resolution was out of the blue.

We are holding a position in the company and, please, do not consider anything as an investment advise on this Blog, as usual."

Press Release Source: TNR Gold Corp. On Thursday April 1, 2010, 8:11 pm EDT

VANCOUVER, BRITISH COLUMBIA--(Marketwire - April 1, 2010) - TNR Gold Corp. ("TNR" or the "Company") (TSX VENTURE:TNR -News) has informed Minera Andes Inc. that it proposes to waive the production of a feasibility study and exercise its right to acquire 25% of the northern half of the properties for Minera Andes' Los Azules Project. Minera Andes is contesting TNR's legal right to waive the production of a feasibility study and exercise its option, and has filed a statement of claim in British Columbia Supreme Court seeking a declaration nullifying any back-in notice delivered by TNR. TNR will be filing a statement of defence and will vigorously oppose any such declaration.

The Los Azules project is an advanced exploration project currently reporting a National Instrument 43-101 compliant Inferred Resource. TNR has previously announced that Minera Andes has commenced a diamond drill program of approximately 8,800 metres at the Los Azules Project. Please refer to Minera Andes' news release dated January 12, 2010 for further details on the exploration program and to their news release dated April 1, 2010 for details of their position with respect to TNR's exercise of its back-in right.

The terms of TNR's back-in right are currently the subject of a legal dispute with Xstrata. In that litigation, TNR is also seeking confirmation of its ownership of the Escorpio IV property, which is located adjacent to the Los Azules Project, and a declaration that the Escorpio IV property is excluded from the Exploration and Option Agreement.


TNR and ILC are diversified metals exploration companies focused on exploring existing properties and identifying new prospective projects globally. TNR has a portfolio of 18 active projects, of which 9 will be included in the proposed spin-off of International Lithium Corp. For further details of the spin-off please refer to TNR's April 27, 2009 news release or visit

The recent acquisition of lithium, other rare metals and rare-earth elements projects in Argentina, Canada, USA and Ireland confirms the companies' commitments to generating projects, diversifying its markets, and building shareholder value.

On behalf of the board,

Gary Schellenberg, President"

"Minera Andes Rejects TNR Gold Corp.'s Claim of Back-in Right

Press Release Source: Minera Andes Inc. On Thursday April 1, 2010, 2:09 pm EDT

TORONTO, ONTARIO--(Marketwire - 04/01/10) - Minera Andes Inc. ("Minera Andes") (TSX:MAI - News)(OTC.BB:MNEAF - News) has filed a Statement of Claim in the Supreme Court of British Columbia against TNR Gold Corp. and its subsidiary, Solitario Argentina S.A (together, "TNR").

In recent conversations and correspondence with Minera Andes, TNR has asserted that they have an immediate right to back into the Los Azules project (the "Project").


By way of background, the Project was, until the fall of 2009, subject to an option agreement between Xstrata Copper (and certain affiliates, "Xstrata") and Minera Andes. In the fall of 2009, Xstrata elected not to exercise its option to back-in to the Project and subsequently transferred all properties then held by Xstrata (and forming part of the Project) to Minera Andes. Minera Andes now owns 100% of the Project.

Certain of the Los Azules properties (the "Subject Properties") formerly held by Xstrata and transferred to Minera Andes following the termination of the option agreement however remain subject to an underlying option agreement between Xstrata and TNR (the "TNR Agreement"), whereby TNR has the right to back- in to up to 25% of the Subject Properties, exercisable by TNR upon the satisfaction of certain conditions within 36 months of Xstrata exercising its option, including the completion of a feasibility study. It is important to note that the Subject Properties comprise the northern half of the Project, and does NOT represent 25% of the Los Azules deposit by area or resources identified.

The 36-month period following the exercise of the option expires on or about April 23, 2010 and no feasibility study has been completed on the Project.

The TNR Agreement is the subject of a legal dispute between Xstrata and TNR, commenced by TNR against Xstrata in the Supreme Court of British Columbia. The dispute surrounds the validity of the 36- month time limit described above. In particular, TNR claims the 36-month time frame, although clearly stated in the TNR Agreement, was added by Xstrata, overlooked by TNR (and their lawyers) when signed, not discovered for a number of years, and in any event not the commercial intention of the parties.

According to communications between Minera and TNR, TNR seeks to waive the condition that a feasibility study be completed on the Project prior to TNR being entitled to exercise its back-in right. It is Minera Andes' view that TNR's back in right is dependent upon the production of a feasibility study which has never been produced. Further, Minera Andes disputes the legal ability to waive this condition.

Although not party to the litigation between TNR and Xstrata, Minera Andes is seeking a declaration that any back-in notice delivered by TNR prior to April 23, 2010 will be null, void and of no force and effect. We have attached a copy of our statement of claim as Appendix "A" to this news release.

As an additional point of clarification, Minera Andes wishes to confirm that notwithstanding references by TNR to "its Los Azules" project, that the Project remains 100% owned by Minera Andes and Minera Andes has no agreement or working relationship with TNR.

We look forward to informing you of TNR's response.

Minera Andes Reports Full Year Results

In other news, for the year ended December 31, 2009, net income in accordance with Canadian GAAP was $4.1 million ($0.02 per share basic and diluted) compared to a net loss of $4.0 million ($0.02 per share) for the year ended December 31, 2008. This increase was primarily due to an increase in the income recorded on our 49% owned investment in Minera Santa Cruz SA who owns the San Jose Mine from $4.7 million in 2008 to $9.3 million in 2009. In addition, we recorded an income tax recovery of $1.6 million and total expenses in 2009 declined by $1.8 million compared to 2008.

For full details, please refer to our audited annual financial statements and management's discussion and analysis for 2009 filed on SEDAR and our Form 40-F filed on EDGAR.

About Los Azules

Los Azules is a large copper porphyry system located in western San Juan province of Argentina in a belt of porphyry copper deposits that straddles the border between Chile and Argentina. This belt contains some of the world's largest copper deposits, including Codelco's El Teniente and Andina mines, Anglo American's Los Bronces mine, Antofagasta PLC's Los Pelambres mine and Xstrata's El Pachon project, among others. San Juan province is one of the most mining-friendly regions in Argentina.

Los Azules has an inferred mineral resource of 922 million tonnes grading 0.55 percent copper and containing 11.2 billion pounds of copper at a cut off grade of 0.35 percent copper. There is high-grade, near-surface core of 161 million tonnes grading 0.87 percent copper and containing 3.1 billion pounds of copper at a cut off grade of 0.70 percent copper. The known resource covers an area approximately 3.7 kilometres by 1 kilometre in size and is open at depth and laterally.

About Minera Andes

Minera Andes is an exploration company exploring for gold, silver and copper in Argentina with three significant assets: A 49% interest in Minera Santa Cruz SA who owns the San Jose Mine which is a large primary silver producer, which produced 4,998,000 million oz silver and 77,070 oz gold in 2009; 100% ownership of the Los Azules copper deposit; and, a portfolio of exploration properties in the highly prospective Deseado Massif region of Santa Cruz Province in southern Argentina. Minera Andes continues to be well funded and have no bank debt.

This news release has been submitted by Nils Engelstad, Vice President - Corporate Affairs."

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