March 3, 2010 – Alderon Resource Corp. (TSX-V: ADV) (the “Company”) is pleased to announce
that it has completed the acquisition of 0860132 B.C. Ltd., a private British Columbia company
(“Privco”), through the issuance of 5 million post consolidated common shares of the Company to the
shareholders of Privco, including the newly appointed President and CEO of the Company, Mark J.
Morabito. The common shares issued are subject to an escrow agreement dated February 25, 2010, and
will be released over the next 18 months. The shares are also subject to a hold period expiring July 4,
The Company and Privco are parties to an Option Agreement dated November 2, 2009 with Altius
Resources Inc. ("Altius") pursuant to which the Company has the right to acquire a 100% interest in the
Kamistiatusset iron ore project in western Labrador. Altius is a wholly owned subsidiary of Altius
Minerals Corporation (TSX-ALS).
Pursuant to the applicable regulatory requirements, the Company has also filed a NI 43-101 Technical
Report on the Kamistiatusset Property, Newfoundland and Labrador for 0860132 B.C. Ltd. and Alderon
Resource Corp, dated February 12, 2010. The technical report was completed by Watts, Griffis and
McOuat, Limited and is available under the Company’s profile on SEDAR at www.sedar.com.
In order to exercise the Option, the Company is required to fund exploration expenditures on the property
of at least $1,000,000 in the first year, and cumulative expenditures in the first two years of at least $5
million. At the option of the Company, it can elect to incur cumulative exploration expenditures of at least
$2,500,000 in the first 2 years and pay to Altius an amount in cash equal to $5,000,000 minus the actual
amount of expenditures incurred. Upon incurring such expenditures the Company will be entitled to
exercise the Option and acquire a 100% interest in the Kamistiatusset project by issuing an aggregate of
31,778,081 post-consolidated shares of the Company to Altius, subject to adjustment in the event that the
Company issues additional securities, at less than agreed prices, prior to the exercise of the Option.
Pursuant to a special resolution passed by the shareholders on December 8, 2009, the Company has now
consolidated its common shares on a 2 old for 1 new basis. At the opening of the market on March 4,
2010, the common shares will commence trading on the TSX Venture Exchange on a consolidated basis
under the new trading symbol, ADV.
On completion of the acquisition, the 10 million subscription receipts issued in connection with the
private placement that closed on December 22, 2009 have automatically converted into 10 million post
consolidated common shares of Alderon for no additional consideration, and the proceeds of the financing
have been released from escrow. In connection with the private placement, the Company issued 1 million
finder’s warrants, each warrant entitling the holder to acquire one post consolidated common share of the
Company for $0.15, on or before December 22, 2010. The securities issued are subject to a hold period
expiring on April 21, 2010.
The 10 million subscription receipts that were issued in connection with the subsequent private placement
that closed on February 16, 2010 have also converted into 10 million post consolidated common shares of
Alderon for no additional consideration, and the proceeds of the financing have been released from
escrow. In connection with the private placement, the Company issued 445,500 finder’s warrants, each
warrant entitling the holder to acquire one post consolidated common share of the Company for $1.00, on
or before February 16, 2011. The securities issued are subject to a hold period expiring on June 16, 2010.
On completion of the acquisition of Privco, the share consolidation, and the 2 private placements, the
Company now has 34,279,081 common shares issued and outstanding. Total gross proceeds of
$11,500,000 have also been released from escrow.
Upon closing, Jeff Durno, Robert Chisholm, Aron Buchman and Craig Goldenberger have resigned and
Stan Bharti, Mark J. Morabito, Bruce Humphrey, Brad Boland, and Patrick Gleeson were appointed to the
Board of Directors. In addition to the appointment of Mark J. Morabito as President and CEO, Mr. Bharti
has been appointed Executive Chairman and Sonya Sihota has been appointed as CFO.
The Company also announces it has agreed to grant options to purchase an aggregate of 1,450,000
common shares to certain directors, officers and consultants of the Company. The options can be
exercised at $1.50 per common share for a period of five years from the date of the grant.
For additional information refer to the Filing Statement of the Company, dated February 26, 2010, which
is available under the Company’s profile on SEDAR.
For more information on Alderon, please visit our website at www.alderonmining.com
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR RELEASE TO U.S. NEWSWIRE
We seek Safe Harbor.
ALDERON RESOURCE CORP.
On behalf of the Board
Mark Morabito, CEO/Director
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.
This new release may contain forward-looking statements. These statements are based on current
expectations and assumptions that are subject to risks and uncertainties. Actual results could differ
materially because of factors discussed in the management discussion and analysis section of our interim
and most recent annual financial statement or other reports and filings with the TSX Venture Exchange
and applicable Canadian securities regulations. We do not assume any obligation to update any forwardlooking