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Private Placement of approximately $1.2 million in DIOS by IAMGOLD and Option for a Future Joint Venture on Shipshaw

 

MONTREAL, QUEBEC, CANADA – DIOS EXPLORATION Inc. ("DIOS") is pleased to report the entry into a Letter of Offer from IAMGOLD Corporation ("IAMGOLD") to Participate in a Private Placement of approximately $1.2 million in Common Shares of DIOS (the "Subscription Amount"), at a price of $0.35 per share.  IAMGOLD is consequently granted an exclusive option (the "Option") to enter into an Option and Joint Venture Agreement (the "Option Agreement") to earn sixty percent (60%) of DIOS's interest in the Shipshaw Project, Saguenay area, Quebec, within two years of the private placement in DIOS, which Option may not be exercised until the earliest of the time taken by DIOS to spend 80% of the Subscription Amount on the Shipshaw Carbonatite program (under DIOS’ management), or of a period of one year after IAMGOLD has subscribed to the initial private placement.

 

No less than 80% of the Subscription Amount would be committed to DIOS' Shipshaw Carbonatite program, and any surrounding claims; DIOS grants IAMGOLD a pre-emptive right to subscribe to any future financing of DIOS to maintain its percentage interest (around 9.9 %) in the total issued and outstanding Common Shares of DIOS;  DIOS grants IAMGOLD the right to subscribe to another private placement of DIOS, in the event of exercises of options and/or warrants; and DIOS grants IAMGOLD the Option to enter into the Option Agreement to earn sixty percent (60%) of DIOS's interest in the Shipshaw Project, within two years of this private placement. 

 

To earn 60% of the Interest and of all mining claims acquired by DIOS in the Niobec Niobium Mine area,  IAMGOLD would spend, over a three year period from the Option Agreement Execution Date, work expenditures in an amount equivalent to 200% of past expenditures incurred by DIOS on the Property, including, all exploration expenses incurred through IAMGOLD private placement and all acquisition costs incurred by DIOS; and, during the Option Period, IAMGOLD would purchase for $250,000 of Common Shares of DIOS: a minimum of $ 30,000 upon Execution of the Option Agreement, $ 50,000 on or before the first anniversary, $ 70,000 on or before the second anniversary, and $ 100,000 on or before the third anniversary.  From the Execution Date, IAMGOLD would be appointed operation manager.  A transition period will be discussed and negotiated with management of DIOS to ensure a smooth transition in any current exploration program and in the transfer of knowledge by DIOS professionals.  Upon the Option being exercised, a joint venture will be established with 60% interest for IAMGOLD and 40% interest for DIOS, including all necessary provisions commonly used in the mining industry for joint venture agreements.

 

DIOS’ management and exploration team would like to welcome IAMGOLD as an important new shareholder in DIOS and as a possible future joint venture partner on the Shipshaw Carbonatite Complex, discovered by DIOS a few kilometers away from the Niobec mine and ferro-niobium facilities owned by IAMGOLD, Saguenay, Quebec