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Message: Sandstorm Resources Completes Due Diligence on the Gold Stream Acquisitions,
| April 16, 2009 |
| Sandstorm Resources Completes Due Diligence on the Gold Stream Acquisitions, Amends Letters of Intent and Files Final Short Form Prospectus |
| VANCOUVER, BRITISH COLUMBIA--(Marketwire - April 16, 2009) - NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES Sandstorm Resources Ltd. ("Sandstorm" or the "Corporation") (TSX VENTURE:SSL) is pleased to announce that it has completed legal, financial and technical due diligence in connection with its gold stream acquisitions from the Aurizona Project of Luna Gold Corp. ("Luna") (TSX VENTURE:LGC) and the Santa Elena Project of SilverCrest Mines Inc. ("SilverCrest") (TSX VENTURE:SVL) previously announced in a news release dated March 12, 2009. Sandstorm also announces that it has entered into amended and restated letters of intent with respect to these two gold stream acquisitions, the principal amendments of which are disclosed below. Sandstorm is also pleased to announce that it has filed its final short form prospectus in all of the provinces in Canada, except the Province of Quebec, in connection with its previously announced fully marketed public offering of subscription receipts. A copy of the final short form prospectus is available on the SEDAR website located at www.sedar.com under the Corporation's profile. It is anticipated that closing of this offering will occur on or about April 23, 2009. Pursuant to the terms of the amended and restated letter of intent with Luna, Sandstorm is to acquire 17% of the life of mine gold production from Luna's Aurizona Project for an upfront payment of US$17.8 million in cash plus ongoing per ounce payments equal to the lesser of (a) US$400 (which approximates Luna's cash cost of production) (subject to an increase equal to 1% per annum commencing on the third anniversary of the date that the Aurizona Project begins commercial production), and (b) the then prevailing market price per ounce of gold. In addition, Sandstorm will issue Luna an aggregate of 5,500,000 common shares of Sandstorm (at a deemed issue price of $0.40 per share) as part of the upfront consideration. Sandstorm is no longer obligated to provide a senior secured loan to Luna. Upon the execution and delivery of the definitive gold purchase agreement between Sandstorm and Luna, the upfront cash payment and the shares will be placed into escrow. The upfront cash payment and shares will be released to Luna upon the satisfaction of certain funding conditions. Pursuant to the terms of the amended and restated letter of intent with SilverCrest, Sandstorm is to acquire 20% of the life of mine gold production from SilverCrest's Santa Elena Project for an upfront payment of US$12 million in cash plus ongoing per ounce payments equal to the lesser of (a) US$350 (which approximates SilverCrest's cash cost of production) (subject to an increase equal to 1% per annum commencing on the third anniversary of the date that the Santa Elena Project begins commercial production), and (b) the then prevailing market price per ounce of gold. In addition, Sandstorm will issue SilverCrest an aggregate of 3,500,000 common shares of Sandstorm (at a deemed issue price of $0.40 per share) as part of the upfront consideration. Sandstorm is no longer obligated to provide a senior secured convertible loan to SilverCrest. However, Sandstorm, on a best efforts basis, will assist SilverCrest in securing debt on its project on comparable terms. |
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