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International Tower Hill Reaches JV Agreement on Chisna Copper-Gold Project, Alaska
Thursday, November 05, 2009 2:55 PM


(Source: MARKETWIRE)trackingInternational Tower Hill Mines Ltd. ("ITH" or the "Company") (TSX VENTURE: ITH)(NYSE Amex: THM)(FRANKFURT: IW9) is pleased to announce that it has entered into a Joint-Venture Agreement dated November 2, 2009 with Ocean Park Ventures Corp. ("OPV") on the Chisna Copper/Gold Project located in the Hartman Mining District of South Central Alaska. Pursuant to the JV Agreement, an Alaskan subsidiary of OPV ("Subco") and Raven Gold Alaska Inc. ("Raven"), a subsidiary of ITH, will form a joint venture (the "JV") for the purpose of exploring and developing the Chisna Project.

The Chisna Project consists of 646 State of Alaska unpatented lode mining claims currently held by Talon Gold Alaska, Inc. ("Talon"), a wholly owned subsidiary of ITH, which will be transferred to Raven. The target area is part of a belt 65 kilometres long and 15 kilometres wide extending from Slate Creek (30 kilometres northeast of Paxson) to Slana on the Tok Cutoff Highway. Access is via aircraft, or winter roads from the Tok Cutoff Highway near Slana.

Joint - Venture Agreement Background

The initial interests of Subco and Raven in the JV will be 51% and 49% respectively. Raven's initial contribution to the JV will be its interest in the Chisna Project. Subco's contribution to the JV will be funding for the JV totalling US $20,000,000 over five years, of which US $5,000,000 must be provided during the first year. This first year amount is reduced to US $2,000,000 if, at any time during such year, the London PM gold fix price and the LME closing copper price are each below US $700/oz and US $1.70/lb, respectively, for a period of 10 consecutive trading days. If Subco fails to fund any portion of the initial US $5,000,000 (or US $2,000,000 as applicable) in the first year, Raven will be entitled to terminate the JV and OPV and Subco will be jointly indebted to Raven for the difference between US $5,000,000 (or US $2,000,000 as applicable) and the amount actually funded.

Raven will be the operator of the JV during the first two years. After two years, Subco will be entitled to assume the operatorship of the JV and to maintain operatorship until and unless it ceases to hold a majority interest in the JV. Any work program proposed by the operator will be subject to approval by the five member JV management committee. After Subco has completed its US $20,000,000 initial contribution, the JV participant with the greatest interest in the JV will be entitled to nominate three members of the management committee.

If Subco funds the entire US $20,000,000 within the five year period, it will have the option to acquire a further 19% interest in the JV by producing a positive bankable feasibility study in respect of the Chisna Project within five years after electing to exercise such option, and by funding any additional exploration required to produce such a study. The feasibility study must support a mining operation at a minimum level of 300,000 ounces per year of gold equivalent production.

In consideration for ITH providing the resources for Raven to enter into the JV, OPV will issue 200,000 common shares to ITH following satisfaction of the conditions precedent to the formation of the JV and an additional 200,000 shares each anniversary thereafter, to a total of 1,000,000 shares, provided the JV is in good standing.

The formation of the JV, and the rights of OPV/Subco under the JV Agreement, are subject to a pre-emptive right in favour of AngloGold Ashanti (U.S.A.) Exploration Inc. ("AngloGold").



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