Santoy Amends Private Placement Financing Terms

Thu Jul 16, 2009
Santoy Amends Private Placement Financing Terms

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NR: 09-12

Santoy Resources Ltd. (TSX.V: SAN) is announcing, in the context of the market, a re-pricing of the proposed non-brokered private placement financing announced May 14, 2009, subject to regulatory approval. Each Unit will comprise one common share at a price of 10 cents per share, and one-half of one share purchase warrant. Each whole warrant is exercisable at 12 cents per share for a five-year period. The warrants will have an acceleration clause whereby if the Company's shares trade at or greater than 40 cents for 10 consecutive days, the remaining exercise period may be reduced, at the election of the Company and upon notice to the warrant holders, to 25 days. The securities issued under this placement will be free trading as a consequence of an Exchange exemption due to the prospective level disclosure in the Company's Information Circular dated April 24, 2009 setting out the Plan of Arrangement with Virginia Uranium Ltd. This private placement will be completed by close of business on July 16, 2009.

A portion of this proposed financing will be applied to increasing the Company's equity position in VA Uranium Holdings Inc., which initial transaction was announced in a Company new release dated Dec. 22, 2008 wherein Santoy and a private corporation, Virginia Uranium Ltd. have agreed to a business combination by way of a Plan of Arrangement, now scheduled to close July 21, 2009. Virginia Uranium Ltd. owns an interest in the Coles Hill uranium deposit located in southern Virginia. Coles Hill, considered to be one of the largest undeveloped uranium deposits in the United States, had been advanced through to the feasibility stage in 1982 and has now been investigated by 220 drill holes. It has an estimated measured and indicated resource of 119 million pounds of U3O8 (at a cut-off grade of 0.025 per cent U3O8) based on a National Instrument 43-101 technical report on the Coles Hill property prepared for Santoy Resources by Behre Dolbear and Company Ltd., Marshall Miller and Associates Inc., and PAC Geological Consultant Inc. (Dr. Peter Christopher, P.Eng.) dated Feb. 2, 2009, and revised April 29, 2009. This report is available on SEDAR and on Santoy Resources' website.

On Behalf of the Board of Directors
SANTOY RESOURCES LTD.

"Ron Netolitzky"
R. K. Netolitzky, President & CEO

http://www.santoy.ca/s/NewsReleases.asp?ReportID=356174&_Type=News-Releases&_Title=Santoy-Amends-Private-Placement-Financing-Terms

Santoy Provides Update on Plan of Arrangement

Comment: Will this pay for the Uranium Subcommitte study!!??

Fri Jun 26, 2009
News Release: 09-11

Santoy Resources Ltd. (TSX.V: SAN) wishes to announce that the business combination involving Santoy and Virginia Uranium Ltd., by way of a statutory plan of arrangement and approved by joint shareholders at the Special and Annual Meeting held on May 21st (news release dated May 21, 2009) is now scheduled to close on or before July 21, 2009, subject to required approvals. In order to facilitate the on-going environmental baseline program and a new Preliminary Economic Assessment study, Santoy will advance US$ 904,159.13 (the equivalent of CAD$1,000,000) which upon closing of the transaction will be converted into 1,666,666 shares of VA Uranium Holdings, Inc, which will satisfy the financing commitment specified in the Amended and Restated Combination Agreement dated April 14, 2009. In accordance with the same agreement, the maturity date of the Convertible Promissory Note issued January 2, 2009 will be extended to coincide with the closing of the business combination.

Virginia Uranium Ltd. owns an interest in the Coles Hill uranium deposit located in southern Virginia. Coles Hill, considered to be one of the largest undeveloped uranium deposits in the United States, had been advanced through to the feasibility stage in 1982 and has now been investigated by 220 drill holes. It has an estimated measured and indicated resource of 119 million pounds of U3O8 (at a cut-off grade of 0.025 per cent U3O8) based on a National Instrument 43-101 technical report on the Coles Hill property prepared for Santoy by Behre Dolbear and Company Ltd., Marshall Miller and Associates Inc., and PAC Geological Consultant Inc. [Dr. Peter Christopher, P.Eng.] dated Feb 2, 2009 and revised April 29, 2009. This report is available on SEDAR and on Santoy's website at www.santoy.ca

The proposed Private Placement financing announced May 14, 2009 is scheduled to close prior to the closure of the business combination.

On Behalf of the Board of Directors
SANTOY RESOURCES LTD.
"Ron Netolitzky"
R. K. Netolitzky, President & CEO

Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

http://www.santoy.ca/s/NewsReleases.asp?ReportID=354106&_Type=News-Releases

Forum and Santoy Form Joint Venture on Karpinka Project, South of Camecos Key Lake Mine

Comment: Santoy is busy...remember, Nuke Plants have been cut back in the US, most of the uranium that will be mined will go overseas!!

5/12/2009 (BAYSTREET NEWSWIRE)

Vancouver, B.C. May 12, 2009. Forum Uranium Corp. (FDC: TSX-V) is pleased to announce that it has entered into a 50/50 Joint Venture Agreement with Santoy Resources Ltd. (SAN: TSX-V) on 8,151 hectares of land approximately 30 kilometres southwest of the Key Lake minesite. Forum, as Operator of the joint venture and Santoy recently staked part of Santoy’s former Karpinka project, located at the northwest end of Forum’s Key Lake Road project.

Several radioactive boulder occurrences and outcrops occur on the property, with grades of up to 3,525 ppm uranium (0.42% U3O8) encountered. Santoy conducted an airborne electromagnetic survey in 2007, and this survey confirmed that the main Key Lake Road conductive shear zone that Forum is actively exploring to the south continues onto the Karpinka property. Sections that have been cross-cut by N70 structures have already been identified as the highest priority targets (Figure 1). Plans are to conduct ground surveys in 2009, aimed at defining targets for later drilling.

The Karpinka project is an exciting new addition to Forum’s portfolio of projects in the Key Lake mine area. Recently completed ground electromagnetic and gravity surveys on Forum’s Costco area to the east of the Karpinka project have yielded positive results. Forum’s Key Lake Road exploration model targets near surface uranium deposits with no sandstone cover that could be amenable to open pit mining methods in an area that is serviced by the existing Key Lake mine road and Cameco’s Key Lake processing facility. The Karpinka property has potential for basement-hosted uranium mineralization similar to Hathor’s Roughrider discovery and Cameco’s 56.5 million pound Millennium uranium deposit (Source; Indicated and Inferred Resource- Cameco 2008 Annual Financial Review).

VIEW MAP: http://www.forumuranium.com/i/maps/map_newsrelease_2009-05-12.gif

Figure 1: EM Coverage on the Karpinka Project showing the main conductive trend and a cross-cutting structure. The main area of interest lies at the intersection.

Ken Wheatley, P.Geo. (Saskatchewan, Alberta, NWT/Nunavut), Forum’s Vice President, Exploration is the Qualified Person that has reviewed the contents of this news release.

About Forum Uranium

Forum Uranium Corp. is a Canadian-based energy company with a focus on the acquisition, exploration and development of Canadian uranium projects in the Athabasca Basin, Saskatchewan and the Thelon Basin, Nunavut. Forum has assembled a highly experienced team of exploration professionals with a track record of mine discoveries for unconformity-style uranium deposits in Canada. The Company has a strategy to discover near surface uranium deposits nearby existing infrastructure by exploring on its 100% owned properties and through strategic partnerships and joint ventures.

ON BEHALF OF THE BOARD
Richard J. Mazur, P.Geo.
President & CEO

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

http://www.baystreet.ca/users/newswire/viewarticle.aspx?id=26285

Santoy Resources agrees to acquire stake in Virginia Uranium

Comment: Canadian Invasion has begun, beware and Corp. Virginia is welcoming them down with open arms including the French Gov't - Areva!!!!!!

Monday, May 11, 2009

Falling markets and weak economies hardly fuel optimism. But for companies that seek to grow through acquisitions, hard times bestow remarkable opportunities. Low valuations in the face of weak commodity prices have left many companies and projects at attractive prices. They are however not for faint-hearted but are for those who have the experience and ability to develop them. The glut of acquisitions markets witnessed over the last few months confirms that the mining industry is entering a new phase.

In what could be a similar scenario, Canadian Venture listed Santoy Resources (TSX.V: SAN) has signed a definitive agreement to enter into a series of transactions involving the acquisition of Virginia Uranium Ltd. (“Virginia”). Santoy will hold an initial 20.8% interest in VA Uranium Holdings Inc. (“VAU”) which holds the Coles Hill uranium property, as well as various financing and M&A rights. Santoy plans to increase its interest gradually to approximately 30% through further investments and financings of development work. Santoy has the right of first refusal on future financings.

Santoy management has a nose for good projects and this acquisition follows a series of similar acquisitions and joint venture agreements. With 30 years of mining exploration experience including three major gold discoveries in Eskay Creek, Snip and Brewery Creek that were subsequently put into production, Santoy’s President & CEO Ronald Netolitzky is not in the habit of acquiring companies nonchalantly. Netolitzky has strict acquisition criteria which include advanced stage projects in safe and workable jurisdictions, preferably with a resource estimate.

Virginia and the Coles Hill uranium property nicely slots into Santoy’s strategy and business model. Located in southern Virginia, the Coles Hill deposit and is considered to be one of the largest undeveloped uranium deposits in the US. It has a National Instrument 43-101 compliant estimated measured and indicated resource of 119 million pounds of U308, grading 0.06% average at a cut-off grade of 0.025% U308. The deposit, which was advanced to the Feasibility stage 25 years ago and then shelved with the price collapse of uranium, has a high grade core that is expected to support mining in most uranium price environments.

An ambitious development programme is in store for Coles Hill.

Santoy intends to provide funding for prefeasibility and scoping studies as well as for selective infill and step-out drilling programme to increase the size of the defined resource. The launch of an Environmental Impact Study is expected soon together with a community outreach programme.

Santoy is aware of the sensitive nature of uranium projects and plans are underway to expand public relations efforts.

They include sponsoring uranium related research initiatives at local universities and supporting National Academy of Sciences study of uranium mining in Virginia.

Santoy would like to see Coles Hill move into production by 2014/2015.

Prospects of Coles Hill are further enhanced by favourable local dynamics for uranium projects in Virginia. The state is no stranger to uranium and has four nuclear power plants operated by Dominion Resources, guzzling some 1.6 MM lbs of U308 annually. Another nuclear plant is expected to come on stream by 2011. Nuclear power currently accounts for 35% of Virginia’s electricity supply.

Prospects of Coles Hill are further enhanced by favourable local dynamics for uranium projects.

The Coles family and numerous other surrounding land owners are substantial shareholders in the company. (well, maybe the cowards will be known now, who they are!!!)

The large local ownership makes the Coles Hill project unique and will prove to be a critical component for its success. The state is no stranger to uranium and has four nuclear power plants operated by Dominion Resources, guzzling some 1.6 MM lbs of U308 annually. Another nuclear plant is expected to come on stream by 2011. Nuclear power currently accounts for 35% of Virginia’s electricity supply.

The state of Virginia also has a strong AREVA nuclear infrastructure including commercial (well, Areva according to several newspaper articles HAS poison several third world countries, Well, Virginia, All of Virginia- U R NEXT!!!)

nuclear fuel production facility, engineering & services and a heavy equipment manufacturing partnership with Northrop Grumman. This is further enhanced by its strong naval nuclear infrastructure such as Babcock & Wilcox naval nuclear fuel facility and Northrop Grumman naval shipbuilding and maintenance facilities. Virginia is also the home base to five nuclear powered aircraft carriers. Clearly, Virginia is a state ripe for uranium projects with a guaranteed large and a growing market.

Mining laws and mining environments differ widely in the US with some states showing considerable hostility towards mining projects. Virginia however is a notable exception and has a long mining history. For instance, the first commercial coal mining in the US occurred near Richmond, the state capital, in 1748.

Today, over 400 different minerals have been found and more than 30 different mineral resources are produced in Virginia at a combined annual value of nearly $2 billion. Virginia is the nation’s 10th largest producer of coal, ranks 5th in the production of crushed stone and is a large natural gas producer following the development of coal-bed methane (CBM) reserves. Not surprisingly, Virginia boasts of several prominent mining companies including Alpha Natural Resources (NYSE: ANR) and Massey Energy (NYSE: MEE).

While we rejoice the addition of Coles Hill, it is important to highlight Santoy’s other projects in its portfolio. Santoy has two joint-ventures and an option agreement in place in the Otish Basin Northern Quebec. Its 100% owned Marc-Andre Prospect has mineralisation with similar setting to Strateco’s Matoush deposit. The company also has an Option Agreement with Xemplar Energy Corp. (TSX.V: XE) to acquire up to 100% interest in 1,241 claims totalling approximately 61,194 hectares in four main blocks in the Otish Basin.

Santoy has four uranium properties in the Athabasca basin of Saskatchewan as a part of a 50-50 joint venture operated by Denison Mines Corp (TSX: DML). Development efforts are underway by Denison in all of them with preliminary development efforts showing promising results. Santoy’s other projects include the Bow River Coal Field, Saskatchewan and a joint venture with Golden Band Resources Inc. to develop gold exploration projects north of La Ronge, SK.

When companies continue their growth endeavours through acquisitions it confirms the management’s desire to add shareholder value. Santoy’s acquisitions have always been in line with its existing business plan and in areas where the company has some expertise or past experience. The Coles Hill transaction is expected to take Santoy to a higher level as the project is located in a jurisdiction where there is a ready market for uranium. As Santoy continues its development efforts at Coles Hill and elsewhere, the market may well re-rate the company.


About Santoy Resources Ltd.

Santoy is engaged in the discovery and development of high-grade uranium deposits and on exploration for coal throughout North America. In addition to a portfolio of uranium projects in Canada and the US Santoy has exploration interests and ownerships in coal and gold exploration projects. The company has formed several joint venture partnerships with companies including Denison Mines as a part of its development strategy. Santoy is led by a management team that have been directly involved with the discovery and development of three major gold discoveries in Canada that have subsequently been put into production, in a wildly successful oil play in Ecuador about 10 years ago and most recently in the development of a gold project in Argentina (culminating in the sale of Viceroy Exploration to Yamana) The team has also been involved in coal, CBM and uranium discoveries throughout North and South America

More Info:

Santoy Resources is engaged in the discovery and development of high-grade uranium deposits and on exploration for coal throughout North America. In addition to a portfolio of uranium projects in Canada and the US Santoy has exploration interests and ownerships in coal and gold exploration projects.

The company has formed several joint venture partnerships with companies including Denison Mines as a part of its development strategy. Santoy is led by a management team that have been directly involved with the discovery and development of three major gold discoveries in Canada that have subsequently been put into production, in a wildly successful oil play in Ecuador about 10 years ago and most recently in the development of a gold project in Argentina (culminating in the sale of Viceroy Exploration to Yamana) The team has also been involved in coal, CBM and uranium discoveries throughout North and South America.

http://www.proactiveinvestors.com/companies/news/1457/santoy-resources-agrees-to-acquire-stake-in-virginia-uranium-1457.html

Santoy/VIRGINIA URANIUM LTD.

VIRGINIA URANIUM LTD.
231 Woodlawn Heights Road
Chatham, Virginia 24531

April 24, 2009

To: The Shareholders of Virginia Uranium Ltd.

The board of directors (the "Virginia Board") invites you to attend a special meeting (the "Virginia Meeting") of shareholders (the "Virginia Shareholders") of Virginia Uranium Ltd. ("Virginia") to be held at 2:00 p.m. (Eastern Standard Time) on Friday, May 21, 2009 at 231 Woodlawn Heights Road, Chatham, Virginia, United States.

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING For SHAREHOLDERS OF SANTOY RESOURCES LTD. To be Held on Thursday, May 21, 2009 AND NOTICE OF SPECIAL MEETING For SHAREHOLDERS OF VIRGINIA URANIUM LTD. To be Held on Thursday, May 21, 2009 AND NOTICE OF HEARING OF PETITION To be Held on Friday, May 22, 2009 AND JOINT INFORMATION CIRCULAR April 24, 2009

To Review whole document:http://www.santoy.ca/i/pdf/2009-04-28_SANInfoCirc.pdf

Uranium Exploration in BC set to take off

Comment: History of Santoy!

By Dan Crawford

A shift toward embracing nuclear power as the solution to solving both our world's energy woes and global warming has begun to take foot across the planet. This shift is largely being driven by factors like high oil and natural gas prices, concerns over availability of oil and gas, green house gas (GHG's) emissions, electricity demand growth and misinformation.

The international nuclear energy community has begun in earnest a far-reaching media campaign to float nuclear power as a "clean, green and sustainable" energy source. The focus has largely been on the fact that a nuclear plant does not directly release GHG's into the atmosphere. Missing from that claim is any mention of the green house gases released throughout the rest of the nuclear cycle: from mining and transportation of uranium, to the building of the massive plants. Also missing are the concerns over environmental damage due to radiation exposure, tailings pollution, ground water contamination, nuclear weapons proliferation and nuclear waste management. There is still no safe way of handling spent fuel rods from a nuclear plant. Furthermore, the waste must be managed for hundreds of years.

Nonetheless, these past few years have seen a flurry of announcements for proposed nuclear reactor development projects. Leading the pack are the countries of India and China. To date, a total of 179 nuclear plants world-wide are either under-construction, planned or proposed. If all projects come to fruition, there will be an increase of 40% in the number of nuclear plants in the world.

Breakdown of nuclear plant projects and the most active countries:

25 - Under-construction (India 8, Russia 4, China 2 ...)
41 - On Order or planned (Japan 12, China 9, South Korea 8 ...)
113 - Proposed (India 24, South Africa 24, China 19, USA 13 ...)

The amount of uranium required to meet this growth will be substantial. Also, the amount remaining in worldwide stockpiles is lower than previously thought, and decreasing quickly. All of these factors have helped produce a steady rise in the pice of uranium. In 2000, it was selling for $7 US per pound; now it is $38 US per pound.

In North America, the number of public exploration companies trying to cash in on this uranium rush has increased substantially. In 2003, there were less than 20 exploration companies compared to over 100 currently in search of a big find today.

The province of British Columbia has had a long history with uranium. In fact, the first nuclear bombs developed by the US contained uranium from NWT and transported through BC. During the 70's much of the province was explored for this heavy metal. Out of concern, citizens of BC conducted a Public Inquiry into Uranium Mining. Surprisingly, the project was partially funded by the provincial government to appease demands from the public. This inquiry was then shut down before completion by the very same government. At the same time, the government placed a seven-year moratorium on uranium mining within the province. A general view shared by those involved is that the government did not want the research that was being conducted by the Inquiry to be made available in the public domain.

More recently this issue has re-surfaced in the province. The most notable activity has been with the Blizzard claim just south of Kelowna. This claim is regarded as the most viable one out of a handful of uranium deposits in BC. Two companies are involved - Santoy Resources and Sparton Resources. These entities have come together and formed the Boss Gold Company, which will be responsible for development of the Blizzard claim.

The property was first explored in the seventies, and left riddled with drill holes and debris that are still present today. The president of Santoy Resources, Mr. Ron Netolitzky, openly admits to this in an interview with the Explorers' League Dispatch (Vol 1; No. XII): "The property is like Swiss cheese, it's had so many drill holes put in it".

One of the many issues raised around uranium mining is that any disturbance of the heavy metal can contaminate the surrounding environment, which can also suffer contamination by other byproducts such as radon gas. Uranium is water soluble and can be readily transported through rivers and ground water. Unfortunately, monitoring the surrounding area of a claim to help gather a baseline data set for understanding the impacts of exploration and mining is not currently mandated. This makes it even more difficult for residents in the area to determine the effects caused by any mining activity.

Water contamination from mining operations is a valid concern.

The U.S. Environmental Protection Agency contends that heavy-metal pollutants flowed for decades down the Columbia River from Teck Cominco's smelter in Trail, into Washington state waters. The EPA told Teck Cominco to pay for a study to determine the extent of the pollution and perform a clean-up. A lawsuit is in progress between the Colville Confederated Tribes of Eastern Washington, along with the state of Washington, alleging that Teck Cominco has failed to comply with the order from the EPA. This lawsuit has yet to be resolved.

In Kleberg County, Texas, a community has made several unsuccessful attempts at stopping a uranium mine operation. During a hearing in August, residents argued that Uranium Resources Inc. had failed to clean groundwater at their prior mine sites and their operations could pose a threat to the county's underground water supply. The residents lost, and mining operations will commence within the next year.

The BC Liberal government is heavily influenced by the mining community. In fact, over $700,000.00 of their 2005 provincial election funding came from the mining sector (excluding oil and gas). The biggest mining donors were:

$132,990.00 Fording
$112,210.00 Teck Cominco
$77,000.00 Highland Valley Copper
$60,000.00 Teck Cominco Metals
$52,500.00 Wheaton River Minerals
$50,000.00 Placer Dome Inc.
$27,990.00 Canadian Natural Resources Limited
$18,000.00 Silver Standard Resources Inc
$15,000.00 Cline Mining
$10,650.00 Canadian Gold Hunter Corp.
$10,000.00 Ivanhoe Mines
$10,000.00 SMM Resources Incorporated
$10,000.00 Southwestern Resources Corp.
$10,000.00 Breakwater Resources Ltd
$10,000.00 Northgate Exploration Limited

As uranium keeps increasing in price, the issue of mining it will eventually be brought to the fore in BC politics and public discussions. The mining industry has made a significant investment in the BC Liberals. Will democracy be upheld on this issue or will it be influenced through monetary interests?

A Uranium-Free BC Coalition was formed recently in Kelowna out of a group of 30 concerned citizens, many of whom were involved over 25 years ago fighting for the same cause. The meeting called upon the BC provincial government to immediately renew a moratorium on uranium exploration and mining. They also want to reactivate a public inquiry into health risks, environmental impacts and end uses associated with uranium exploration and mining.

The coalition will be hosting a screening of "I know I'm Not Alone" a just released movie directed by Michael Franti documenting his journeys through Iraq, Israel and Palestine. The event will be held on March 19th 7:30pm at the Capitol Theatre in Nelson, BC. More information can be found at www.uraniumfreebc.org


http://dan.kootenaygreen.ca/?Articles:Uranium_Exploration_in_BC_set_to_take_off