April 20, 2007, Vancouver, BC - Raytec Development Corp. (the "Company") (TSX.V - RAY, Frankfurt - XZT) announces that it has entered into an agreement dated April 11, 2007 to acquire 100% of the issued and outstanding shares of Aurex Copper Mines Corp. ("Aurex"). Aurex is a private British Columbia company that has as its primary asset an option to acquire 17 uranium properties in the eastern Athabasca basin of Saskatchewan from North-Sask Ventures Ltd. (the "Vendor"). As part of the Company's transaction, Aurex has agreed to assign all rights to the uranium properties to the Company, which will become responsible for maintenance and upkeep of the option agreements. The acquisition will constitute a Change of Business for the Company under the policies of the TSX Venture Exchange (the "Exchange"), resulting in the Company becoming a mining issuer. The acquisition is subject to Exchange approval and the acceptance of the Company's shareholders. The Company intends to seek shareholder approval of the Change of Business transaction at its next annual general and special meeting and has rescheduled the meeting previously set for April 12, 2007. The Company will announce a new date for the meeting when it has been set.
To acquire Aurex, the Company will issue one common share in its capital for each outstanding common share of Aurex, for a total of 3,962,802 common shares of the Company. To exercise the option to acquire the uranium properties, the Company must issue to the Vendor a total of 1,500,000 common shares, make property payments totalling $275,000 over the next three years to the Vendor, and incur $1 million in expenditures on the properties before each of December 1, 2007, 2008 and 2009, for a total of $3 million, of which $472,000 has already been expended by Aurex. The Vendor of the property has agreed to this assignment.
Before the change of business, the Company's primary business was run through its majority owned subsidiary, Avantec Technologies Inc. ("Avantec"), which develops, manufactures and sells simple point-of-use proprietary systems to deliver precise concentrations of chlorine dioxide in gaseous and liquid forms to destroy dangerous health-threatening bacteria, viruses and protozoan. The Company intends to distribute the Avantec shares it owns to its shareholders as a return of capital, subject to shareholder approval.
Pursuant to the change of business, the Company intends to change its name to Raytec Uranium Corp., or a similar name, subject to regulatory and shareholder approval. Management of Raytec going forward will be its current directors and officers: Jerry Minni, Casey Forward, Chris Verrico and Robin Blues. In addition, the Company is pleased to announce that Michael Sandidge has agreed to join the board. Mr. Sandidge has worked as an exploration geologist for more than 20 years, having worked in more than 50 countries. Michael is a Registered Professional Geologist in Washington State, USA. and has a Master's Degree in Geological Sciences from the University of Texas at El Paso. He has extensive experience in porphyry copper-gold, IOCG (Iron Oxide Copper Gold), epithermal precious metal, sedimentary-hosted base metal, ultramafic-mafic base metal, and sediment-hosted uranium deposit types around the world. He has authored or co-authored more than 15 scientific articles relating to structural geology, metallogenesis, and tectonics. He has affiliations with the Society of Economic Geologists, Society of Geology Applied to Mineral Deposits, and is a Washington State Professional Geologist (#2245) and a qualified person under NI 43-101 (Canadian National Instrument Qualified Person).
About Aurex and the properties
The properties optioned by Aurex, totalling 50,159 hectares in area, include 2 parcels of 7 claims each totalling 31,762 hectares located along the southern margin of the Athabasca Basin. One parcel is situated from 17 to 47 km west, with the other lying from 5 to 26 km southeast of the Key Lake Uranium mine and mill, where historical production from 2 mined-out unconformity type uranium deposits once contributed 15% of world uranium production (reference Natural Resources Canada). An additional 3982 hectares are located within the same basin, within or proximal to the Key Lake - McArthur River and Cigar Lake geological trend. The claims are situated within or near the Athabasca Basin margin, underlain by rocks of the Wollaston Domain, which is the favourable geological setting hosting most of the major deposits in the eastern portion of the basin.
During the past five months Aurex has spent approximately $472,000 in exploration work on the properties, including an airborne VTEM and magnetic survey, performed by GeoTech, who flew a total of 2468 line-kilometres over the entire property package. Results of the airborne survey have been compiled and interpreted and are being incorporated into a technical report in compliance with National Instrument 43-101 which Raytec expects to file with the Exchange and on SEDAR shortly.
Aurex is a private company with 21 shareholders, and is at arm's length to the Company. The following is a summary of significant unaudited financial information about Aurex as of its financial years ended December 31:
2006 2005 2004
Revenue $Nil $Nil $Nil
Net income (loss) $(8,221) $(32,805) $(76,760)
Total assets $505,282 $2,435 $6,740
Total liabilities $68,067 $32,000 $3,500
In connection with the Change of Business transaction, the Company also announces a brokered private placement with Canaccord Capital Corporation of up to 2,727,273 units at a price of $0.55 per unit for gross proceeds of $1,500,000, and a non-brokered private placement of up to 1,818,182 units at a price of $0.55 per unit for gross proceeds of $1,000,000. The units for each financing will consist of one common share of the Company and one warrant to purchase one additional share of the Company at a price of $0.85 per share for a period of two years from the date of closing.
Broker's compensation on the brokered placement and finders' fees on the non-brokered placement in the form of cash and/or securities will be paid or issued pursuant to the policies of the Exchange.
Proceeds from the two financings will be used to further exploration work on the Saskatchewan uranium properties in accordance with recommendations to be contained in the NI43-101 report on the properties and for general working capital.
The Company believes that it will qualify for an exemption from the Exchange's sponsorship requirements for its Change of Business on the basis that it is conducting a concurrent brokered private placement, and will have a current NI 43-101 report on the properties.
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