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Message: Tiomin Invests in Kivu Gold Corp.

Tiomin Invests in Kivu Gold Corp.

posted on Feb 24, 2009 06:11AM

Tiomin Invests in Kivu Gold Corp.

Tuesday, Feb 24, 2009

http://www.yourindustrynews.com/news...



Tiomin Resources Inc. (TSX: TIO) ('Tiomin' or the 'Company') is pleased to announce in furtherance to its news release dated January 14, 2009 that it has completed its further investment in Kivu Gold Corporation ('Kivu') by way of private placement of $1,424,375 worth of common shares of Kivu at a price of $0.215 per Kivu common share (the 'Investment'), thereby increasing its ownership from approximately 16.9% to approximately 33.5% of the outstanding common shares of Kivu. Subscribers to the Kivu private placement, other than Tiomin, including a director of the Company, purchased an additional 1,475,116 Kivu common shares for aggregate proceeds to Kivu of approximately $317,150.

Kivu is an exploration company focusing on sub-Saharan Africa. Kivu is controlled by the directors and officers of Tiomin. On February 14, 2008 the Company completed its first investment in Kivu, when it acquired 4,000,000 common shares of Kivu, or approximately 16.9% of the then 23,630,000 issued and outstanding common shares of Kivu. Non-related directors of Tiomin approved the initial investment based on their review and analysis, which included receiving an independent fairness opinion.

As a result of the Investment, the Company now owns 10,625,000 Kivu common shares or approximately 33.5% of Kivu. The directors, officers and employees of Tiomin hold 12,550,000 common shares of Kivu, of which 10,000,000 common shares of Kivu are held by Jean-Charles Potvin, the Chairman of Tiomin, and 1,250,000 common shares of Kivu are held indirectly by Bob Jackson, the President and CEO of Tiomin, who are also directors of Kivu.

Scott Wilson Roscoe Postle Associates Inc. completed a report entitled "Valuation of the Exploration Properties of Kivu Gold Corporation" dated December 31, 2008 and an independent fairness opinion was obtained from Fraser Mackenzie Limited that the Investment is fair from a financial point of view to the shareholders of the Company.

In accordance with the rules of the Toronto Stock Exchange, the Company's Investment in Kivu was approved by the independent members of the Company's board of directors.

Bob Jackson, President and CEO of the Company, commented that "the increased investment in Kivu Gold Corp. is consistent with the Company's strategy to actively and diligently pursue exploration and investment opportunities to enhance shareholder value. The Investment will fund promising exploration activities on the target properties in 2009."

Although the Company's Investment in Kivu was a related party transaction, the completion thereof was not subject to the shareholders meeting and valuation requirements of Multilateral Instrument 61-101 as the fair market value of the Investment did not exceed 25% of the market capitalization of the Company.



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